Common use of Performance of Obligations; Servicing; SEC Filings Clause in Contracts

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Collateral, including filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State or the California Secretary of State pursuant to the Wildfire Financing Law or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Property, the Recovery Bond Collateral or the Fixed Recovery Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, may petition the CPUC or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Bonds (to be filed or furnished in a Form 8-K); and (xi) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Issuer shall make all filings required under the Wildfire Financing Law relating to the transfer of the ownership or security interest in the Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 9 contracts

Samples: Indenture (PACIFIC GAS & ELECTRIC Co), Indenture (PG&E Recovery Funding LLC), Indenture (PG&E Corp)

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Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Securitization Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement, the Intercreditor Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Securitization Bond Collateral, including filing or causing to be filed all filings with the CPUCCommission, the Delaware Secretary of State of the State of Delaware or the California Secretary Michigan Department of State pursuant to the Wildfire Financing Securitization Law or the Financing Order, all UCC financing statements and all continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, Agencies and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Securitization Property, the Recovery Securitization Bond Collateral or the Fixed Recovery Securitization Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee may and shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Securitization Bonds) , appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement and the Intercreditor Agreement. If If, within thirty (30) 30 days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC Commission or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E Consumers Energy may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the DepositorSponsor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Securitization Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Securitization Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (vii) the Semi-Annual Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (viiii) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viiiiv) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixv) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xvi) material legislative or regulatory developments directly relevant to the Outstanding Recovery Securitization Bonds (to be filed or furnished in a Form 8-K); and (xivii) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Act. Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. Any such reports or information delivered to the Indenture Trustee for purposes of this Section 3.07(g) is for informational purposes only, and the Indenture Trustee’s receipt of such reports or information shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants hereunder (as to which the Indenture Trustee is entitled to conclusively rely on an Officer’s Certificate). (ih) The Issuer shall direct the Indenture Trustee to post on the Indenture Trustee’s website for investors (based solely on information set forth in the Semi-Annual Servicer’s Certificate) with respect to the Outstanding Securitization Bonds, to the extent such information is set forth in the Semi-Annual Servicer’s Certificate, a statement showing the balance of Outstanding Securitization Bonds that reflects the actual payments made on the Securitization Bonds during the applicable period. The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly immediately notify the Issuer, the Bondholders Holders and the Rating Agencies of any change to the address of the website for investors. (ji) The Issuer shall make all filings required under the Wildfire Financing Securitization Law relating to the transfer of the ownership or security interest in the Recovery Securitization Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 4 contracts

Samples: Indenture (Consumers Energy Co), Indenture (Consumers Energy Co), Indenture (Consumers 2014 Securitization Funding LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Collateral, including filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State or the California Secretary of State pursuant to the Wildfire Financing Law or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Property, the Recovery Bond Collateral or the Fixed Recovery Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, may petition the CPUC or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the each Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the each Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) any change changes in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Bonds (to be filed or furnished in a Form 8-K); and (xi) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Issuer shall make all filings required under the Wildfire Financing Law relating to the transfer of the ownership or security interest in the Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 4 contracts

Samples: Indenture (PACIFIC GAS & ELECTRIC Co), Indenture (PG&E Recovery Funding LLC), Indenture (PG&E Recovery Funding LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons selected with due care to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Collateral, including filing or causing to be filed all filings with the CPUCCommission, the Delaware Secretary of State of the State of Delaware or the California Secretary of State New Mexico Secured Transaction Registry pursuant to the Wildfire Financing Law Energy Transition Act or the Financing Order, all UCC financing statements and all continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, Agencies and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Property, the Recovery Bond Collateral or the Fixed Recovery Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Energy Transition Bonds) , appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the applicable Servicing Agreement. If If, within thirty (30) 30 days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC Commission or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E Public Service Company of New Mexico may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating AgenciesAgencies of such termination. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the DepositorSponsor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Energy Transition Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iiiii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available all Payment Dates (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or filed) and as of the end of each year (to be included on the next Form 10-K filed, or successor forms thereto); (viii) the Semi-Annual Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (viiv) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viiiv) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixvi) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xvii) material legislative or regulatory developments directly relevant to the Outstanding Recovery Energy Transition Bonds (to be filed or furnished in a Form 8-K); and (xiviii) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Act, including but not limited to periodic and current reports related to the Energy Transition Bonds consistent with the disclosure and reporting regime established in Regulation AB. Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. Any such reports or information delivered to the Indenture Trustee for purposes of this Section 3.07(g) is for informational purposes only, and the Indenture Trustee’s receipt of such reports or information shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants hereunder (as to which the Indenture Trustee is entitled to conclusively rely on an Officer’s Certificate). (ih) The Issuer shall direct the Indenture Trustee to post on the Indenture Trustee’s website for investors (based solely on information set forth in the Semi-Annual Servicer’s Certificate) with respect to the Outstanding Energy Transition Bonds, to the extent such information is set forth in the Semi-Annual Servicer’s Certificate, a statement showing the balance of Outstanding Energy Transition Bonds that reflects the actual payments made on the Energy Transition Bonds during the applicable period. The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxxhttps//pxxxx.xxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders Holders and the Rating Agencies of any change to the address of the website for investors. (ji) The Issuer shall make all filings required under the Wildfire Financing Law Energy Transition Act relating to the transfer of the ownership or security interest in the Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 4 contracts

Samples: Indenture (PNM Energy Transition Bond Co I, LLC), Indenture (PNM Energy Transition Bond Co I, LLC), Indenture (PNM Energy Transition Bond Co I, LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement, the Intercreditor Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons selected with due care to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Collateral, including filing or causing to be filed all filings with the CPUCCommission, the Delaware Secretary of State of the State of Delaware or the California Secretary of State of the State of South Carolina pursuant to the Wildfire Financing Storm Recovery Law or the Financing Order, all UCC financing statements and all continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing AgreementAgreement for such Series, the Issuer shall promptly give written notice thereof to the Indenture Trustee Trustee, the Commission and the Rating Agencies, Agencies and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Storm Recovery Property, the Storm Recovery Bond Collateral or the Fixed Storm Recovery Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction either (a) of the Holders evidencing not less than a majority of the Outstanding Amount of the Storm Recovery Bonds, or (b) of the Commission, appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture TrusteeIssuer. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement and the Intercreditor Agreement. If If, within thirty (30) 30 days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC Commission or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E Duke Energy Progress may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating AgenciesAgencies of such termination. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the DepositorSponsor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Storm Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Storm Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iiiii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available all Payment Dates (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (viii) the each Semi-Annual Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (viiv) the each Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viiiv) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixvi) any change changes in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xvii) material legislative or regulatory developments directly relevant to the Outstanding Storm Recovery Bonds (to be filed or furnished in a Form 8-K); and (xiviii) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Act, including but not limited to periodic and current reports related to the Storm Recovery Bonds consistent with the disclosure and reporting regime established in Regulation AB. Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. Any such reports or information delivered to the Indenture Trustee for purposes of this Section 3.07(g) is for informational purposes only, and the Indenture Trustee’s receipt of such reports or information shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants hereunder (as to which the Indenture Trustee is entitled to conclusively rely on an Officer’s Certificate). (ih) The Issuer shall direct the Indenture Trustee to post on the Indenture Trustee’s website for investors (based solely on information set forth in the Annual Servicer’s Certificate) with respect to the Outstanding Storm Recovery Bonds, to the extent such information is set forth in the Annual Servicer’s Certificate, a statement showing the balance of Outstanding Storm Recovery Bonds that reflects the actual payments made on the Storm Recovery Bonds during the applicable period. The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxxhxxxx://xxxxx.xxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders Holders and the Rating Agencies of any change to the address of the website for investors. (ji) The Issuer shall make all filings required under the Wildfire Financing Storm Recovery Law relating to the transfer of the ownership or security interest in the Storm Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 3 contracts

Samples: Indenture (Duke Energy Progress SC Storm Funding LLC), Indenture (Duke Energy Progress SC Storm Funding LLC), Indenture (Duke Energy Progress SC Storm Funding LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Environmental Trust Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement, any Intercreditor Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Environmental Trust Bond Collateral, including filing or causing to be filed all filings with the CPUCPSCW, the Delaware Secretary of State or the California Secretary Wisconsin Department of State Financial Institutions pursuant to the Wildfire Financing Law Statute or the Financing Order, all UCC financing statements and all continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, Agencies and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Environmental Control Property, the Recovery Environmental Trust Bond Collateral or the Fixed Recovery Environmental Control Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee may and shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) Environmental Trust Bonds and subject to the terms of any Intercreditor Agreement, appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If If, within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC PSCW or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E Wisconsin Electric may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the DepositorSponsor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, and shall direct the Indenture Trustee to post on its website for investors the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Environmental Trust Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Environmental Control Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Environmental Trust Bonds that reflects the actual periodic payments made on the Recovery Environmental Trust Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Semi-Annual Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixviii) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xix) material legislative or regulatory developments directly relevant to the Outstanding Recovery Environmental Trust Bonds (to be filed or furnished in a Form 8-K); and (xix) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Act. Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) . The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxxhttps//pxxxx.xxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders Holders and the Rating Agencies of any change to the address of the website for investors. (jh) The Issuer shall make all filings required under the Wildfire Financing Law Statute relating to the transfer of the ownership or security interest in the Recovery Environmental Control Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 3 contracts

Samples: Indenture (WEPCo Environmental Trust Finance I, LLC), Indenture (WEPCo Environmental Trust Finance I, LLC), Indenture (WEPCo Environmental Trust Finance I, LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Securitization Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement, the Intercreditor Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Securitization Bond Collateral, including filing or causing to be filed all filings with the CPUCCommission, the Delaware Secretary of State of the State of Delaware or the California Secretary Michigan Department of State pursuant to the Wildfire Financing Law Statute or the Financing Order, all UCC financing statements and all continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, Agencies and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Securitization Property, the Recovery Securitization Bond Collateral or the Fixed Recovery Securitization Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee may and shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Securitization Bonds) , appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement and the Intercreditor Agreement. If If, within thirty (30) 30 days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, may petition the CPUC Commission or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E Consumers Energy may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating AgenciesAgencies of such termination. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the DepositorSponsor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, and shall direct the Indenture Trustee to post on its website for investors, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Securitization Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Securitization Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account (including all subaccounts thereof) as of the end date of each quarter the Semi-Annual Servicer’s Certificate or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms form thereto); (iv) a statement showing the balance of Outstanding Recovery Securitization Bonds that reflects the actual periodic payments made on the Recovery Securitization Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms form thereto); (v) the Semi-Annual Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixviii) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xix) material legislative or regulatory developments directly relevant to the Outstanding Recovery Securitization Bonds (to be filed or furnished in a Form 8-K); and (xix) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Act. Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (ih) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxxhxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders Holders and the Rating Agencies of any change to the address of the website for investors. (ji) The Issuer shall make all filings required under the Wildfire Financing Law Statute relating to the transfer of the ownership or security interest in the Recovery Securitization Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 3 contracts

Samples: Indenture (Consumers 2023 Securitization Funding LLC), Indenture (Consumers 2023 Securitization Funding LLC), Indenture (Consumers 2023 Securitization Funding LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Deferred Fuel Cost Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series SupplementSupplemental Indenture, the Sale Agreement, the Servicing Agreement Agreement, any intercreditor agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons selected with due care to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series SupplementSupplemental Indenture, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Deferred Fuel Cost Collateral, including filing or causing to be filed all filings with the CPUC, Commission or the Delaware Secretary of State or of the California Secretary State of State Delaware pursuant to the Wildfire Financing Law Deferred Fuel Cost Statute or the Financing Order, all UCC financing statements and all continuation statements required to be filed by it by the terms of this Indenture, the Series SupplementSupplemental Indenture, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, Agencies and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Deferred Fuel Cost Property, the Recovery Bond Deferred Fuel Cost Collateral or the Fixed Recovery Deferred Fuel Cost Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Deferred Fuel Cost Bonds) , appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture TrusteeIssuer. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the applicable Servicing Agreement. If If, within thirty (30) 30 days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC Commission or a court of competent jurisdiction to appoint a Successor Servicer, which shall be at the sole cost and expense of the Issuer, including attorneys’ fees and expenses and any courts costs incurred and/or expended by the Indenture Trustee. In connection with any such appointment, PG&E VEPCO may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating AgenciesAgencies of such termination. As soon as Promptly after a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the DepositorSponsor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Deferred Fuel Cost Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Deferred Fuel Cost Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iiiii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of all Payment Dates (to be included on the next Form 10-D filed) and as of the end of each quarter or year (to be included on the most recent date available next Form 10-K filed); (iii) a statement showing the balance of Outstanding Deferred Fuel Cost Bonds that reflects the actual periodic payments made on the Deferred Fuel Cost Bonds during the applicable period (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10Semi-D or Form 10-K filed, or successor forms thereto); (v) the Annual Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (viv) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viiivi) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixvii) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xviii) material legislative or regulatory developments directly relevant to the Outstanding Recovery Deferred Fuel Cost Bonds (to be filed or furnished in a Form 8-K); and (xiix) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Act, including, but not limited to, periodic and current reports related to the Deferred Fuel Cost Bonds consistent with the disclosure and reporting regime established in Regulation AB. Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i. Any such reports or information delivered to the Indenture Trustee for purposes of this Section 3.07(g) The address of is for informational purposes only, and the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The receipt of such reports or information shall not constitute actual or constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants hereunder (as to which the Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change is entitled to the address of the website for investorsconclusively rely on an Officer’s Certificate). (jh) The Issuer shall make all filings required under the Wildfire Financing Law Deferred Fuel Cost Statute relating to the transfer of the ownership or security interest in the Recovery Deferred Fuel Cost Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 3 contracts

Samples: Indenture (Virginia Power Fuel Securitization, LLC), Indenture (Virginia Power Fuel Securitization, LLC), Indenture (Virginia Power Fuel Securitization, LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery System Restoration Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement, the Intercreditor Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery System Restoration Bond Collateral, including filing or causing to be filed all filings with the CPUCPUCT, the Delaware Secretary of State or the California Texas Secretary of State pursuant to the Wildfire Financing Securitization Law or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Transition Property, the Recovery System Restoration Bond Collateral or the Fixed Recovery System Restoration Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee may and shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) System Restoration Bonds and subject to the terms of the Intercreditor Agreement, appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC PUCT or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E AEP Texas may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, and shall direct the Indenture Trustee to post on its website for investors the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery System Restoration Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery System Restoration Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery System Restoration Bonds that reflects the actual periodic payments made on the Recovery System Restoration Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixviii) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xix) material legislative or regulatory developments directly relevant to the Outstanding Recovery System Restoration Bonds (to be filed or furnished in a Form 8-K); and; (xix) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934.; and (hxi) a quarterly statement either affirming that, to the Issuer’s or the Depositor’s knowledge, as applicable, in all material respects, for each materially significant REP (to be included in each Form 10-D and each Form 10-K, or successor forms thereto) (A) each such REP has been billed in compliance with the requirements outlined in the Financing Order, (B) each such REP has made payments in compliance with the requirements outlined in the Financing Order, and (C) each such REP satisfies the creditworthiness requirements of the Financing Order, or if clauses (A), (B) and (C) have not occurred, such quarterly statements shall describe the Servicer’s actions. Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) . The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxxxxxxx://xxxxx.xxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (jh) The Issuer shall make all filings required under the Wildfire Financing Securitization Law relating to the transfer of the ownership or security interest in the Recovery Transition Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 3 contracts

Samples: Indenture (AEP Texas Restoration Funding LLC), Indenture (AEP Texas Restoration Funding LLC), Indenture (AEP Texas Restoration Funding LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Collateral, including filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State or the California Secretary of State pursuant to the Wildfire Financing Law or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Property, the Recovery Bond Collateral or the Fixed Recovery Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) , appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. Trustee A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, may petition the CPUC or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E SCE may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Bonds (to be filed or furnished in a Form 8-K); and (xi) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Issuer shall make all filings required under the Wildfire Financing Law relating to the transfer of the ownership or security interest in the Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 3 contracts

Samples: Indenture (SCE Recovery Funding LLC), Indenture (SCE Recovery Funding LLC), Indenture (SCE Recovery Funding LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Securitized Utility Tariff Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Securitized Utility Tariff Bond Collateral, including filing or causing to be filed all filings with the CPUCMPSC, the Delaware Secretary of State or the California Missouri Secretary of State pursuant to the Wildfire Financing Securitization Law or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Securitized Utility Tariff Property, the Recovery Securitized Utility Tariff Bond Collateral or the Fixed Recovery Securitized Utility Tariff Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Securitized Utility Tariff Bonds) appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, may petition the CPUC MPSC or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E Liberty may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Securitized Utility Tariff Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Securitized Utility Tariff Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Securitized Utility Tariff Bonds that reflects the actual periodic payments made on the Recovery Securitized Utility Tariff Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Securitized Utility Tariff Bonds (to be filed or furnished in a Form 8-K); and (xi) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxxhxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Issuer shall make all filings required under the Wildfire Financing Securitization Law relating to the transfer of the ownership or security interest in the Recovery Securitized Utility Tariff Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 3 contracts

Samples: Indenture (Empire District Bondco, LLC), Indenture (Empire District Bondco, LLC), Indenture (Empire District Bondco, LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Securitized Utility Tariff Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Securitized Utility Tariff Bond Collateral, including filing or causing to be filed all filings with the CPUCMPSC, the Delaware Secretary of State or the California Missouri Secretary of State pursuant to the Wildfire Financing Securitization Law or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Securitized Utility Tariff Property, the Recovery Securitized Utility Tariff Bond Collateral or the Fixed Recovery Securitized Utility Tariff Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Securitized Utility Tariff Bonds) appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, may petition the CPUC MPSC or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E Evergy Missouri West may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Securitized Utility Tariff Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Securitized Utility Tariff Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Securitized Utility Tariff Bonds that reflects the actual periodic payments made on the Recovery Securitized Utility Tariff Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Securitized Utility Tariff Bonds (to be filed or furnished in a Form 8-K); and (xi) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Issuer shall make all filings required under the Wildfire Financing Securitization Law relating to the transfer of the ownership or security interest in the Recovery Securitized Utility Tariff Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 3 contracts

Samples: Indenture (Evergy Missouri West Storm Funding I, LLC), Indenture (Evergy Missouri West Storm Funding I, LLC), Indenture (Evergy Missouri West Storm Funding I, LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Collateral, including filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State or the California Secretary of State pursuant to the Wildfire Financing Law or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Property, the Recovery Bond Collateral or the Fixed Recovery Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) , appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. Trustee A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, may petition the CPUC or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E SCE may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixviii) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xix) material legislative or regulatory developments directly relevant to the Outstanding Recovery Bonds (to be filed or furnished in a Form 8-K); and (xix) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Issuer shall make all filings required under the Wildfire Financing Law relating to the transfer of the ownership or security interest in the Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 3 contracts

Samples: Indenture (SCE Recovery Funding LLC), Indenture (SCE Recovery Funding LLC), Indenture (SCE Recovery Funding LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Collateral, including filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State or the California Secretary of State pursuant to the Wildfire Financing Law or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Property, the Recovery Bond Collateral or the Fixed Recovery Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee may and shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) , appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. Trustee A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, may petition the CPUC or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E SCE may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Bonds (to be filed or furnished in a Form 8-K); and (xi) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Issuer shall make all filings required under the Wildfire Financing Law relating to the transfer of the ownership or security interest in the Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 3 contracts

Samples: Indenture (SCE Recovery Funding LLC), Indenture (SCE Recovery Funding LLC), Indenture (SCE Recovery Funding LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Transition Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Transition Bond Collateral, including filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State PUCT or the California Texas Secretary of State pursuant to the Wildfire Financing Securitization Law or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Transition Property, the Recovery Transition Bond Collateral or the Fixed Recovery Transition Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee may and shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) Transition Bonds and subject to the terms of the Intercreditor Agreement, appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC PUCT or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E TCC may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the DepositorSponsor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, and shall direct the Indenture Trustee to post on its website for investors the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Transition Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Transition Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iiiii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iviii) a statement showing the balance of Outstanding Recovery Transition Bonds that reflects the actual periodic payments made on the Recovery Transition Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (viv) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (viv) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viiivi) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixvii) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xviii) material legislative or regulatory developments directly relevant to the Outstanding Recovery Transition Bonds (to be filed or furnished in a Form 8-K); and; (xiix) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934.; and (hx) a quarterly statement either affirming that, to the Issuer’s or the Sponsor’s knowledge, as applicable, in all material respects, for each materially significant REP (to be included in each Form 10-D and each Form 10-K, or successor forms thereto) (A) each such REP has been billed in compliance with the requirements outlined in the Financing Order, (B) each such REP has made payments in compliance with the requirements outlined in the Financing Order, and (C) each such REP satisfies the creditworthiness requirements of the Financing Order, or if clauses (A), (B) and (C) has not occurred, such quarterly statements shall describe the Servicer’s actions. Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) . The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxxxxxxx://xxx.xxxxxx.xxx/abs. The Indenture Trustee shall promptly immediately notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (jh) The Issuer shall make all filings required under the Wildfire Financing Securitization Law relating to the transfer of the ownership or security interest in the Recovery Transition Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 3 contracts

Samples: Indenture (AEP Transition Funding III LLC), Indenture (AEP Transition Funding III LLC), Indenture (AEP Transition Funding III LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Collateral Trust Estate and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement Agreement, or such other instrument or agreement. (b) The Issuer may contract with other Persons selected with due care to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer KGS to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond CollateralTrust Estate, including filing or causing to be filed all filings with the CPUCKansas Commission, the Delaware Secretary of State of the State of Kansas or the California Secretary of State of the State of Delaware pursuant to the Wildfire Financing Law Securitization Act or the Financing Order, all UCC financing statements and all continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee Trustee, the Kansas Commission and the Rating Agencies, Agencies and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Property, the Recovery Bond Collateral Securitized Utility Tariff Property or the Fixed Recovery Securitized Utility Tariff Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction either (a) of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Securitized Utility Tariff Bonds, or (b) of the Kansas Commission, appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture TrusteeIssuer. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing AgreementAgreement and the Financing Order relating to a Successor Servicer. If If, within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture TrusteeTrustee may, at the expense of the Issuer’s expense, may petition the CPUC Kansas Commission or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E KGS may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 6.06 of the Servicing Agreement and in the Servicing AgreementFinancing Order. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Kansas Commission, the Holders and the Rating AgenciesAgencies of such termination. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Kansas Commission, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor KGS to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the DepositorKGS’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Securitized Utility Tariff Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available all Payment Dates (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or filed) and as of the end of each year (to be included on the next Form 10-K filed, or successor forms thereto); (vii) the Semi-Annual Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (viiii) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viiiiv) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixv) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xvi) material legislative enactment or regulatory developments order or rule directly relevant to the Outstanding Recovery Securitized Utility Tariff Bonds (to be filed or furnished in a Form 8-K); and (xivii) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Act, including but not limited to periodic and current reports related to the Securitized Utility Tariff Bonds consistent with the disclosure and reporting regime established in Regulation AB. Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. Any such reports or information delivered to the Indenture Trustee for purposes of this Section 3.07(g) is for informational purposes only, and the Indenture Trustee’s receipt of such reports or information shall not constitute actual or constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants hereunder (as to which the Indenture Trustee is entitled to conclusively rely on an Officer’s Certificate). (ih) The Issuer shall direct the Indenture Trustee to post on the Indenture Trustee’s website for investors (based solely on information set forth in the Semi-Annual Servicer’s Certificate) with respect to the Outstanding Securitized Utility Tariff Bonds, to the extent such information is set forth in the Semi-Annual Servicer’s Certificate, a statement showing the balance of Outstanding Securitized Utility Tariff Bonds that reflects the actual payments made on the Securitized Utility Tariff Bonds during the applicable period. The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxxxxxxx://xxxxx.xxxxxx.xxx. The Indenture Trustee shall promptly immediately notify the Issuer, the Bondholders Kansas Commission, the Holders and the Rating Agencies of any change to the address of the website for investors. (ji) The Issuer shall make all filings required under the Wildfire Financing Law Order relating to the transfer of the ownership or security interest in the Recovery Securitized Utility Tariff Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 3 contracts

Samples: Indenture (Kansas Gas Service Securitization I, L.L.C.), Indenture (Kansas Gas Service Securitization I, L.L.C.), Indenture (Kansas Gas Service Securitization I, L.L.C.)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery System Restoration Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery System Restoration Bond Collateral, including filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State PUCT or the California Texas Secretary of State pursuant to the Wildfire Financing Law Act or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Transition Property, the Recovery System Restoration Bond Collateral or the Fixed Recovery Transition Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery System Restoration Bonds) , appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC PUCT or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E ETI may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, and shall direct the Indenture Trustee to post on its website for investors the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery System Restoration Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final ProspectusProspectus for the System Restoration Bonds; (ii) the statements of any remittances of Fixed Recovery Transition Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery System Restoration Bonds that reflects the actual periodic payments made on the Recovery System Restoration Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Semi-Annual Servicer’s Certificate as and the Monthly Servicer’s Certificate which are required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixvii) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xviii) material legislative or regulatory developments directly relevant to the Outstanding Recovery System Restoration Bonds (to be filed or furnished in a Form 8-K, or successor forms thereto); and; (xiix) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934.; and (hx) a quarterly statement either affirming that, to the Issuer’s or the Sponsor’s knowledge, as applicable, in all material respects, for each materially significant REP, if any (to be included in each Form 10-D and each Form 10-K, or successor forms thereto) (A) each such REP has been billed in compliance with the requirements outlined in the Financing Order, (B) each such REP has made payments in compliance with the requirements outlined in the Financing Order, and (C) each such REP satisfies the creditworthiness requirements of the Financing Order, or if clauses (A), (B) and (C) has not occurred, such quarterly statements shall describe the Servicer’s actions. Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) . The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (jh) The Issuer shall make all filings required under the Wildfire Financing Law Act relating to the transfer of the ownership or security interest in the Recovery Transition Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 3 contracts

Samples: Indenture (Entergy Texas, Inc.), Indenture (Entergy Texas, Inc.), Indenture (Entergy Texas, Inc.)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Collateral Trust Estate and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement, the Intercreditor Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons selected with due care to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond CollateralTrust Estate, including filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State or the California Secretary of State Louisiana Filing Officer pursuant to the Wildfire Financing Law Securitization Act or the Financing Order, all UCC financing statements and all continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee Trustee, the Louisiana Commission and the Rating Agencies, Agencies and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Storm Recovery Property, the Recovery Bond Collateral Property or the Fixed Storm Recovery Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, subject to the terms of the Intercreditor Agreement, at the written direction either (a) of the Holders evidencing not less than a majority of the Outstanding Amount of the Storm Recovery Bonds, or (b) of the Louisiana Commission, appoint a successor Servicer (the “Successor Servicer”) with the Issuer’s prior written consent thereto (which shall not be unreasonably withheld), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture TrusteeIssuer. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing AgreementAgreement and the Financing Order relating to a Successor Servicer. If If, within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture TrusteeTrustee may, at the expense of the Issuer’s expense, may petition the CPUC Louisiana Commission or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E SWEPCO may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 6.07 and Section 8.12 of the Servicing Agreement and in the Servicing AgreementFinancing Order. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Louisiana Commission, the Holders and the Rating AgenciesAgencies of such termination. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Louisiana Commission, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor SWEPCO to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the DepositorSWEPCO’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Storm Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) (i) a statement reporting the final Prospectus; (ii) balances in the statements Collection Account and in each Subaccount of any remittances the Collection Account as of Fixed Recovery Charges made to the Indenture Trustee all Payment Dates (to be included in a on the next Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available year (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (vii) the Semi-Annual Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (viiii) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viiiiv) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Storm Recovery Charge Adjustment and the results of each such filing; (ixv) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xvi) material legislative enactment or regulatory developments order or rule directly relevant to the Outstanding Storm Recovery Bonds (to be filed or furnished in a Form 8-K); and (xivii) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Act, including but not limited to periodic and current reports related to the Storm Recovery Bonds consistent with the disclosure and reporting regime established in Regulation AB. Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. Any such reports or information delivered to the Indenture Trustee for purposes of this Section 3.07(g) is for informational purposes only, and the Indenture Trustee’s receipt of such reports or information shall not constitute actual or constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants hereunder (as to which the Indenture Trustee is entitled to conclusively rely on an Officer’s Certificate of the Issuer). (ih) The Issuer shall direct the Indenture Trustee to post on the Indenture Trustee’s website for investors (based solely on information set forth in the Semi-Annual Servicer’s Certificate) with respect to the Outstanding Storm Recovery Bonds, to the extent such information is set forth in the Semi-Annual Servicer’s Certificate, a statement showing the balance of Outstanding Storm Recovery Bonds that reflects the actual payments made on the Storm Recovery Bonds during the applicable period. The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxxxxxxx://xxxxx.xxxxxx.xxx. The Indenture Trustee shall promptly immediately notify the Issuer, the Bondholders Louisiana Commission, the Holders and the Rating Agencies of any change to the address of the website for investors. (ji) The Issuer shall make all filings required under the Wildfire Financing Law Order relating to the transfer of the ownership or security interest in the Storm Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 3 contracts

Samples: Indenture (SWEPCO Storm Recovery Funding LLC), Indenture (SWEPCO Storm Recovery Funding LLC), Indenture (SWEPCO Storm Recovery Funding LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Securitization Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement, the Intercreditor Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Securitization Bond Collateral, including filing or causing to be filed all filings with the CPUCCommission, the Delaware Secretary of State of the State of Delaware or the California Secretary Michigan Department of State pursuant to the Wildfire Financing Law Statute or the Financing Order, all UCC financing statements and all continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, Agencies and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Securitization Property, the Recovery Securitization Bond Collateral or the Fixed Recovery Securitization Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) Securitization Bonds and subject to the terms of the Intercreditor Agreement, appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement and the Intercreditor Agreement. If If, within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, may petition the CPUC Commission or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E DTE Electric may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating AgenciesAgencies of such termination. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the DepositorSponsor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, and shall direct the Indenture Trustee to post on its website for investors the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Securitization Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Securitization Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account (including all subaccounts thereof) and in each subaccount of the Collection Capital Account under this Indenture for the Securitization Bonds as of the end date of each quarter the Semi-Annual Servicer’s Certificate or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Securitization Bonds that reflects the actual periodic payments made on the Recovery Securitization Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Semi-Annual Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate Certificates as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Securitization Bonds (to be filed or furnished in a Form 8-K); and (xi) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934Act. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxxxxxxx://xxxxx.xxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders Holders and the Rating Agencies of any change to the address of the website for investors. (j) The Issuer shall make all filings required under the Wildfire Financing Law Statute relating to the transfer of the ownership or security interest in the Recovery Securitization Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 3 contracts

Samples: Indenture (DTE Electric Securitization Funding II LLC), Indenture (DTE Electric Securitization Funding II LLC), Indenture (DTE Electric Securitization Funding II LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Collateral Trust Estate and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement Agreement, or such other instrument or agreement. (b) The Issuer may contract with other Persons selected with due care to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond CollateralTrust Estate, including filing or causing to be filed all filings with the CPUCKansas Commission, the Delaware Secretary of State of the State of Delaware or the California Secretary of State of the State of Kansas pursuant to the Wildfire Financing Law Securitization Act or the Financing Order, all UCC financing statements and all continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee Trustee, the Kansas Commission and the Rating Agencies, Agencies and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Property, the Recovery Bond Collateral Securitized Utility Tariff Property or the Fixed Recovery Securitized Utility Tariff Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction either (a) of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Securitized Utility Tariff Bonds, or (b) of the Kansas Commission, appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture TrusteeIssuer. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing AgreementAgreement and the Financing Order relating to a Successor Servicer. If If, within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture TrusteeTrustee may, at the expense of the Issuer’s expense, may petition the CPUC Kansas Commission or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E Atmos Energy may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in Section 6.06 of the Servicing AgreementAgreement and in the Financing Order. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Kansas Commission, the Holders and the Rating AgenciesAgencies of such termination. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Kansas Commission, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Securitized Utility Tariff Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available all Payment Dates (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or filed) and as of the end of each year (to be included on the next Form 10-K filed, or successor forms thereto); (vii) the Semi-Annual Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (viiii) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viiiiv) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixv) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xvi) material legislative enactment or regulatory developments order or rule directly relevant to the Outstanding Recovery Securitized Utility Tariff Bonds (to be filed or furnished in a Form 8-K); and (xivii) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Act, including but not limited to periodic and current reports related to the Securitized Utility Tariff Bonds consistent with the disclosure and reporting regime established in Regulation AB. Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. Any such reports or information delivered to the Indenture Trustee for purposes of this Section 3.07(g) is for informational purposes only, and the Indenture Trustee’s receipt of such reports or information shall not constitute actual or constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants hereunder (as to which the Indenture Trustee is entitled to conclusively rely on an Officer’s Certificate). (ih) The Issuer shall direct the Indenture Trustee to post on the Indenture Trustee’s website for investors (based solely on information set forth in the Semi-Annual Servicer’s Certificate) with respect to the Outstanding Securitized Utility Tariff Bonds, to the extent such information is set forth in the Semi-Annual Servicer’s Certificate, a statement showing the balance of Outstanding Securitized Utility Tariff Bonds that reflects the actual payments made on the Securitized Utility Tariff Bonds during the applicable period. The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxxxxxxx://xxxxx.xxxxxx.xxx. The Indenture Trustee shall promptly immediately notify the Issuer, the Bondholders Kansas Commission, the Holders and the Rating Agencies of any change to the address of the website for investors. (ji) The Issuer shall make all filings required under the Wildfire Securitization Act and the Financing Law Order relating to the transfer of the ownership or security interest in the Recovery Securitized Utility Tariff Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 3 contracts

Samples: Indenture (Atmos Energy Kansas Securitization I, LLC), Indenture (Atmos Energy Kansas Securitization I, LLC), Indenture (Atmos Energy Kansas Securitization I, LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Securitized Utility Tariff Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement, any Intercreditor Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Securitized Utility Tariff Bond Collateral, including filing or causing to be filed all filings with the CPUCMoPSC, the Delaware Secretary of State or the California Missouri Secretary of State pursuant to the Wildfire Financing Securitization Law or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Securitized Utility Tariff Property, the Recovery Securitized Utility Tariff Bond Collateral or the Fixed Recovery Securitized Utility Tariff Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) Securitized Utility Tariff Bonds and subject to the terms of any Intercreditor Agreement appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, may petition the CPUC MoPSC or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E Ameren Missouri may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Securitized Utility Tariff Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Securitized Utility Tariff Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Securitized Utility Tariff Bonds that reflects the actual periodic payments made on the Recovery Securitized Utility Tariff Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the each Semi-Annual Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the each Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) any change changes in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Securitized Utility Tariff Bonds (to be filed or furnished in a Form 8-K); and (xi) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxxhxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Issuer shall make all filings required under the Wildfire Financing Securitization Law relating to the transfer of the ownership or security interest in the Recovery Securitized Utility Tariff Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 3 contracts

Samples: Indenture (Ameren Missouri Securitization Funding I, LLC), Indenture (Ameren Missouri Securitization Funding I, LLC), Indenture (Ameren Missouri Securitization Funding I, LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement, the Intercreditor Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons selected with due care to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Collateral, including filing or causing to be filed all filings with the CPUCCommission, the Delaware Secretary of State of the State of Delaware or the California Secretary of State of the State of North Carolina pursuant to the Wildfire Financing Storm Recovery Law or the Financing Order, all UCC financing statements and all continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing AgreementAgreement for such Series, the Issuer shall promptly give written notice thereof to the Indenture Trustee Trustee, the Commission and the Rating Agencies, Agencies and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Storm Recovery Property, the Storm Recovery Bond Collateral or the Fixed Storm Recovery Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the applicable Servicing Agreement, the Indenture Trustee shall, at the written direction either (a) of the Holders evidencing not less than a majority of the Outstanding Amount of the Storm Recovery BondsBonds of such Series, or (b) of the Commission, appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture TrusteeIssuer. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the applicable Servicing Agreement and the applicable Intercreditor Agreement. If If, within thirty (30) 30 days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC Commission or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E Duke Energy Progress may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the DepositorSponsor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Storm Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iiiii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available all Payment Dates (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or filed) and as of the end of each year (to be included on the next Form 10-K filed, or successor forms thereto); (viii) the Semi-Annual Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (viiv) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viiiv) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixvi) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xvii) material legislative or regulatory developments directly relevant to the Outstanding Storm Recovery Bonds (to be filed or furnished in a Form 8-K); and (xiviii) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Act, including but not limited to periodic and current reports related to the Storm Recovery Bonds consistent with the disclosure and reporting regime established in Regulation AB. Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. Any such reports or information delivered to the Indenture Trustee for purposes of this Section 3.07(g) is for informational purposes only, and the Indenture Trustee’s receipt of such reports or information shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants hereunder (as to which the Indenture Trustee is entitled to conclusively rely on an Officer’s Certificate). (ih) The Issuer shall direct the Indenture Trustee to post on the Indenture Trustee’s website for investors (based solely on information set forth in the Annual Servicer’s Certificate) with respect to the Outstanding Storm Recovery Bonds, to the extent such information is set forth in the Annual Servicer’s Certificate, a statement showing the balance of Outstanding Storm Recovery Bonds that reflects the actual payments made on the Storm Recovery Bonds during the applicable period. The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly immediately notify the Issuer, the Bondholders Holders and the Rating Agencies of any change to the address of the website for investors. (ji) The Issuer shall make all filings required under the Wildfire Financing Storm Recovery Law relating to the transfer of the ownership or security interest in the Storm Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 2 contracts

Samples: Indenture (Duke Energy Progress NC Storm Funding LLC), Indenture (Duke Energy Progress NC Storm Funding LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond RRB Collateral and (ii) shall not take any action and shall use its reasonable best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement, any Intercreditor Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons selected with due care to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Administrator and the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond RRB Collateral, including filing or causing to be filed all filings with the CPUCNHPUC, the Delaware Secretary of State of the State of Delaware or the California Secretary of State of the State of New Hampshire pursuant to the Wildfire Financing Law Act or the Financing Order, Finance Order and all UCC financing statements and all continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall shall, if notice has not already been provided by the Servicer pursuant to Section 7.04 of the Servicing Agreement, promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, Agencies and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery RRB Property, the Recovery Bond RRB Collateral or the Fixed Recovery ChargesRRB Charge, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee may and shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Rate Reduction Bonds) , appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If If, within thirty (30) 30 days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC NHPUC or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E the Issuer may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the DepositorSponsor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Rate Reduction Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges RRB Charge made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (vii) the Semi-Annual Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (viiii) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viiiiv) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Periodic Adjustment and the results of each such filing; (ixv) any change downgrade in the long-term or short-term credit ratings of the Servicer assigned by the Rating AgenciesAgencies to a rating that is below investment grade; (xvi) material legislative or regulatory developments directly relevant to the Outstanding Recovery Rate Reduction Bonds (to be filed or furnished in a Form 8-K); and (xivii) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Act. Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. Any such report or information delivered to the Indenture Trustee for purposes of this Section 3.07(g) is for informational purposes only, and the Indenture Trustee’s receipt of any such report or information shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants hereunder (as to which the Indenture Trustee is entitled to conclusively rely on an Officer’s Certificate). (ih) The Issuer shall direct the Indenture Trustee to post on the Indenture Trustee’s website for investors (based solely on information set forth in the Semi-Annual Servicer’s Certificate) with respect to the Outstanding Rate Reduction Bonds, to the extent such information is set forth in the Semi-Annual Servicer’s Certificate, a statement showing the balance of Outstanding Rate Reduction Bonds that reflects the actual payments made on the Rate Reduction Bonds during the applicable period. The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly immediately notify the Issuer, the Bondholders Holders and the Rating Agencies of any change to the address of the website for investors. (j) The Issuer shall make all filings required under the Wildfire Financing Law relating to the transfer of the ownership or security interest in the Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 2 contracts

Samples: Indenture (PSNH Funding LLC 3), Indenture (PSNH Funding LLC 3)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery CRR Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement, any Intercreditor Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery CRR Bond Collateral, including filing or causing to be filed all filings with the CPUCCommission, the Delaware Secretary of State, the Virginia State Corporation Commission or the California West Virginia Secretary of State pursuant to the Wildfire Financing Securitization Law or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery CRR Property, the Recovery CRR Bond Collateral or the Fixed Recovery CRR Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee may and shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Consumer Rate Relief Bonds) , appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement and each Intercreditor Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC Commission or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E APCo may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the DepositorSponsor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, and shall direct the Indenture Trustee to post on its website for investors the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Consumer Rate Relief Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery CRR Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iiiii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iviii) a statement showing the balance of Outstanding Recovery Consumer Rate Relief Bonds that reflects the actual periodic payments made on the Recovery Consumer Rate Relief Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (viv) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (viv) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viiivi) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixvii) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xviii) material legislative or regulatory developments directly relevant to the Outstanding Recovery Consumer Rate Relief Bonds (to be filed or furnished in a Form 8-K); and (xiix) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) . Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) . The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxxxxxx://xxx.xxxxxx.xxx/abs. The Indenture Trustee shall promptly immediately notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (jh) The Issuer shall make all filings required under the Wildfire Financing Securitization Law relating to the transfer of the ownership or security interest in the Recovery CRR Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 2 contracts

Samples: Indenture (Appalachian Consumer Rate Relief Funding LLC), Indenture (Appalachian Consumer Rate Relief Funding LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Phase-In-Recovery Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement, any Intercreditor Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Phase-In-Recovery Bond Collateral, including filing or causing to be filed all filings with the CPUCCommission, the Delaware Secretary of State or the California Ohio Secretary of State pursuant to the Wildfire Financing Securitization Law or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Phase-In-Recovery Property, the Phase-In-Recovery Bond Collateral or the Fixed Phase-In-Recovery Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee may and shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Phase-In-Recovery Bonds) , appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement and each Intercreditor Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC Commission or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E OPCo may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the DepositorSponsor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, and shall direct the Indenture Trustee to post on its website for investors the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Phase-In-Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Phase-In-Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iiiii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iviii) a statement showing the balance of Outstanding Phase-In-Recovery Bonds that reflects the actual periodic payments made on the Phase-In-Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (viv) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (viv) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viiivi) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixvii) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xviii) material legislative or regulatory developments directly relevant to the Outstanding Phase-In-Recovery Bonds (to be filed or furnished in a Form 8-K); and (xiix) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) . Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) . The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxxxxxx://xxx.xxxxxx.xxx/abs. The Indenture Trustee shall promptly immediately notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (jh) The Issuer shall make all filings required under the Wildfire Financing Securitization Law relating to the transfer of the ownership or security interest in the Phase-In-Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 2 contracts

Samples: Indenture (Ohio Phase-in-Recovery Funding LLC), Indenture (Ohio Phase-in-Recovery Funding LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s 's covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement and any other Basic Document or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s 's Certificate of the Issuer shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer Administrator to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Collateral, including including, but not limited to, filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State PUCT or the California Texas Secretary of State pursuant to the Wildfire Financing Securitization Law or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the any Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to of such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer under any such Servicing Agreement to perform any of its duties or obligations under the such Servicing Agreement with respect to the Recovery Property, the Recovery Bond Collateral Transition Property or the Fixed Recovery Transition Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) Upon the Indenture Trustee's receipt of written notice of a Servicer Default under any Servicing Agreement, the Indenture Trustee may, and at the written instruction of the PUCT or of the Holders of at least a majority of the Outstanding Amount of the related Series of Bonds shall, give written notice of termination to the Servicer pursuant to Section 7.01 of the Servicing Agreement. As promptly as possible after the giving of notice of termination to the such Servicer and the Rating Agencies of the such Servicer’s 's rights and powers pursuant to Section 7.01 of the any Servicing Agreement, the Indenture Trustee shall, at in accordance with the written direction terms of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) Intercreditor Agreement shall appoint a successor Servicer (the "Successor Servicer"), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the such Servicing Agreement and any Intercreditor Agreement. If within thirty (30) 30 days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC PUCT or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E Oncor may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the such Servicing Agreement. (f) Upon any termination of the Servicer’s 's rights and powers pursuant to the any Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders of the related Series of Bonds and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the such Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) Without derogating from the absolute nature of the assignment Granted to the Indenture Trustee under this Indenture or the rights of the Indenture Trustee hereunder, the Issuer agrees that it will not, without the prior written consent of the Indenture Trustee or the Holders of at least a majority in Outstanding Amount of the Bonds of all affected Series, amend, modify, waive, supplement, terminate or surrender, or agree to any amendment, modification, supplement, termination, waiver or surrender of, the terms of any Collateral, subject to the requirements of Section 9.02 of this Indenture, or the Basic Documents related to such Series, or waive timely performance or observance by the Seller or the Servicer under any Sale Agreement or any Servicing Agreement, respectively related to such Series; provided, that no such consent shall be required if (i) the Indenture Trustee shall have received an Opinion of Counsel stating that such waiver, amendment, modification, supplement or termination shall not adversely affect in any material respect the interests of such Holders and (ii) the Rating Agency Condition shall have been satisfied with respect thereto. If any such amendment, modification, supplement or waiver shall be so consented to by the Indenture Trustee or such Holders, the Issuer agrees to execute and deliver, in its own name and at its own expense, such agreements, instruments, consents and other documents as shall be necessary or appropriate in the circumstances. The Issuer agrees that no such amendment, modification, supplement or waiver shall adversely affect in any material respect the rights of the Holders of any Series of Bonds Outstanding at the time of any such amendment, modification, supplement or waiver without the consent of such Holders. It shall not be necessary for such Holders pursuant to this clause (g) to approve the particular form of any proposed amendment, modification, supplement, waiver or consent, but it shall be sufficient if such consent shall approve the substance thereof. Prior to its consent to any amendment, modification, supplement or waiver, the Indenture Trustee shall be entitled to receive and conclusively rely upon an Opinion of Counsel stating that such amendment, modification, supplement or waiver is permitted. The Indenture Trustee may, but shall not be obligated to, enter into any such amendment, modification, supplement or waiver which affects the Indenture Trustee's own rights, duties or immunities under the Basic Documents. (h) The Issuer shall file with the SEC such periodic reports, if any, as are required (or shall cause without regard to the Depositor to) post on its website (which for this purpose may be the website number of any direct or indirect parent company Holders of the Issuer) and, Bonds to the extent permitted by and consistent with the Issuer’s and the Depositor’s 's obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required ) from time to time under Section 13 or Section 15(d) of the Exchange ActAct so long as any Bonds remain Outstanding, and the following information (Issuer shall not voluntarily suspend or terminate its filing obligations with the SEC. The Issuer shall also, to the extent permitted by and consistent with the Issuer's obligations under applicable law, include in the periodic reports and other than any such information reports to be filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect pursuant to the Exchange Act the following information in respect of each series of Outstanding Recovery Bonds, : I. monthly servicer reports in each case the form set forth as Exhibit A to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee Servicing Agreement (to be included in a the next Form 10-D or Form 10-K, or successor forms theretoQ filed subsequent to the respective monthly report); (iii) II. a statement reporting the balances balance in the Collection Account and the balance in each subaccount Subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a the Form 10-D or Form 10-K, or successor forms theretoQ filed for that respective quarter); (iv) III. a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included filed semi-annually in the next Form 10-D or Form 10-K Q filed, or successor forms thereto); (v) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Bonds (to be filed or furnished in a Form 8-K); and (xi) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Issuer shall make all filings required under the Wildfire Financing Law relating to the transfer of the ownership or security interest in the Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 2 contracts

Samples: Indenture (Oncor Electric Delivery Transition Bond Co LLC), Indenture (Oncor Electric Delivery Transition Bond Co LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the applicable Series Supplement, the applicable Sale Agreement, the applicable Servicing Agreement, the applicable Intercreditor Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons selected with due care to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the applicable Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Collateral, including filing or causing to be filed all filings with the CPUCCommission, the Delaware Secretary of State of the State of Delaware or the California Secretary of State Florida Secured Transaction Registry pursuant to the Wildfire Financing Nuclear Asset-Recovery Law or the applicable Financing Order, all UCC financing statements and all continuation statements required to be filed by it by the terms of this Indenture, the applicable Series Supplement, the applicable Sale Agreement and the applicable Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing AgreementAgreement for such Series, the Issuer shall promptly give written notice thereof to the Indenture Trustee Trustee, the Commission and the Rating Agencies, Agencies and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Series Property, the Recovery Bond Series Collateral or the Fixed Recovery Series Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the applicable Servicing Agreement, the Indenture Trustee may and shall, at the written direction either (a) of the Holders evidencing not less than a majority of the Outstanding Amount of the Nuclear Asset-Recovery BondsBonds of such Series, or (b) of the Commission, appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture TrusteeIssuer. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the applicable Servicing Agreement and the applicable Intercreditor Agreement. If If, within thirty (30) 30 days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC Commission or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E Duke Energy Florida may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing AgreementAgreement for such Series, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the DepositorSponsor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to each Series of the Outstanding Nuclear Asset-Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iiiii) a statement reporting the balances in the Collection Account for such Series and in each subaccount of the Collection Account for such Series as of all Payment Dates (to be included on the next Form 10-D filed) and as of the end of each quarter or the most recent date available year (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (viii) the Semi-Annual Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (viiv) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viiiv) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixvi) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xvii) material legislative or regulatory developments directly relevant to the Outstanding Nuclear Asset-Recovery Bonds (to be filed or furnished in a Form 8-K); and (xiviii) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act Act, including but not limited to periodic and current reports related to a Series of 1934. (h) Nuclear Asset-Recovery Bonds consistent with the disclosure and reporting regime established in Regulation AB. Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. Any such reports or information delivered to the Indenture Trustee for purposes of this Section 3.07(g) is for informational purposes only, and the Indenture Trustee’s receipt of such reports or information shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants hereunder (as to which the Indenture Trustee is entitled to conclusively rely on an Officer’s Certificate). (ih) The Issuer shall direct the Indenture Trustee to post on the Indenture Trustee’s website for investors (based solely on information set forth in the Semi-Annual Servicer’s Certificate) with respect to each Series of the Outstanding Nuclear Asset-Recovery Bonds, to the extent such information is set forth in the Semi-Annual Servicer’s Certificate, a statement showing the balance of each Series of Outstanding Nuclear Asset-Recovery Bonds that reflects the actual payments made on the Nuclear Asset-Recovery Bonds during the applicable period. The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly immediately notify the Issuer, the Bondholders Holders and the Rating Agencies of any change to the address of the website for investors. (ji) The Issuer shall make all filings required under the Wildfire Financing Nuclear Asset-Recovery Law relating to the transfer of the ownership or security interest in the Nuclear Asset-Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 2 contracts

Samples: Indenture (Duke Energy Florida, Llc.), Indenture (Duke Energy Florida, Llc.)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement, the Intercreditor Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons selected with due care to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Collateral, including filing or causing to be filed all filings with the CPUCCommission, the Delaware Secretary of State of the State of Delaware or the California Secretary of State of the State of North Carolina pursuant to the Wildfire Financing Storm Recovery Law or the Financing Order, all UCC financing statements and all continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing AgreementAgreement for such Series, the Issuer shall promptly give written notice thereof to the Indenture Trustee Trustee, the Commission and the Rating Agencies, Agencies and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Storm Recovery Property, the Storm Recovery Bond Collateral or the Fixed Storm Recovery Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the applicable Servicing Agreement, the Indenture Trustee shall, at the written direction either (a) of the Holders evidencing not less than a majority of the Outstanding Amount of the Storm Recovery BondsBonds of such Series, or (b) of the Commission, appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture TrusteeIssuer. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the applicable Servicing Agreement and the applicable Intercreditor Agreement. If If, within thirty (30) 30 days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC Commission or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E Duke Energy Carolinas may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the DepositorSponsor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Storm Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iiiii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available all Payment Dates (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or filed) and as of the end of each year (to be included on the next Form 10-K filed, or successor forms thereto); (viii) the Semi-Annual Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (viiv) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viiiv) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixvi) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xvii) material legislative or regulatory developments directly relevant to the Outstanding Storm Recovery Bonds (to be filed or furnished in a Form 8-K); and (xiviii) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Act, including but not limited to periodic and current reports related to the Storm Recovery Bonds consistent with the disclosure and reporting regime established in Regulation AB. Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. Any such reports or information delivered to the Indenture Trustee for purposes of this Section 3.07(g) is for informational purposes only, and the Indenture Trustee’s receipt of such reports or information shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants hereunder (as to which the Indenture Trustee is entitled to conclusively rely on an Officer’s Certificate). (ih) The Issuer shall direct the Indenture Trustee to post on the Indenture Trustee’s website for investors (based solely on information set forth in the Annual Servicer’s Certificate) with respect to the Outstanding Storm Recovery Bonds, to the extent such information is set forth in the Annual Servicer’s Certificate, a statement showing the balance of Outstanding Storm Recovery Bonds that reflects the actual payments made on the Storm Recovery Bonds during the applicable period. The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly immediately notify the Issuer, the Bondholders Holders and the Rating Agencies of any change to the address of the website for investors. (ji) The Issuer shall make all filings required under the Wildfire Financing Storm Recovery Law relating to the transfer of the ownership or security interest in the Storm Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 2 contracts

Samples: Indenture (Duke Energy Carolinas NC Storm Funding LLC), Indenture (Duke Energy Carolinas NC Storm Funding LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Collateral Trust Estate and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement Agreement, or such other instrument or agreement. (b) The Issuer may contract with other Persons selected with due care to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond CollateralTrust Estate, including filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State or the California Secretary of State Louisiana Filing Officer pursuant to the Wildfire Financing Law Securitization Act or the Financing Order, all UCC financing statements and all continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee Trustee, the Louisiana Commission and the Rating Agencies, Agencies and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Storm Recovery Property, the Recovery Bond Collateral Property or the Fixed Storm Recovery Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction either (a) of the Holders evidencing not less than a majority of the Outstanding Amount of the Storm Recovery Bonds, or (b) of the Louisiana Commission, appoint a successor Servicer (the “Successor Servicer”) with the Issuer’s prior written consent thereto (which shall not be unreasonably withheld), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture TrusteeIssuer. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing AgreementAgreement and the Financing Order relating to a Successor Servicer. If If, within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC Louisiana Commission or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E Cleco Power may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 6.07 and Section 8.12 of the Servicing Agreement and in the Servicing AgreementFinancing Order. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Louisiana Commission, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Louisiana Commission, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Cleco Power to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the DepositorCleco Power’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Storm Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available all Payment Dates (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or filed) and as of the end of each year (to be included on the next Form 10-K filed, or successor forms thereto); (vii) the Semi-Annual Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (viiii) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viiiiv) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixv) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xvi) material legislative enactment or regulatory developments order or rule directly relevant to the Outstanding Storm Recovery Bonds (to be filed or furnished in a Form 8-K); and (xivii) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Act, including but not limited to periodic and current reports related to the Storm Recovery Bonds consistent with the disclosure and reporting regime established in Regulation AB. Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. Any such reports or information delivered to the Indenture Trustee for purposes of this Section 3.07(g) is for informational purposes only, and the Indenture Trustee’s receipt of such reports or information shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants hereunder (as to which the Indenture Trustee is entitled to conclusively rely on an Officer’s Certificate). (ih) The Issuer shall direct the Indenture Trustee to post on the Indenture Trustee’s website for investors (based solely on information set forth in the Semi-Annual Servicer’s Certificate) with respect to the Outstanding Storm Recovery Bonds, to the extent such information is set forth in the Semi-Annual Servicer’s Certificate, a statement showing the balance of Outstanding Storm Recovery Bonds that reflects the actual payments made on the Storm Recovery Bonds during the applicable period. The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxxhxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly immediately notify the Issuer, the Bondholders Louisiana Commission, the Holders and the Rating Agencies of any change to the address of the website for investors. (ji) The Issuer shall make all filings required under the Wildfire Financing Law Order relating to the transfer of the ownership or security interest in the Storm Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 2 contracts

Samples: Indenture (Cleco Power LLC), Indenture (Cleco Power LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Collateral Trust Estate and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement Agreement, or such other instrument or agreement. (b) The Issuer may contract with other Persons selected with due care to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond CollateralTrust Estate, including filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State or the California Secretary of State Louisiana Filing Officer pursuant to the Wildfire Financing Law Securitization Act or the Financing Order, all UCC financing statements and all continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee Trustee, the Louisiana Commission and the Rating Agencies, Agencies and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Storm Recovery Property, the Recovery Bond Collateral Property or the Fixed Storm Recovery Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction either (a) of the Holders evidencing not less than a majority of the Outstanding Amount of the Storm Recovery Bonds, or (b) of the Louisiana Commission, appoint a successor Servicer (the “Successor Servicer”) with the Issuer’s prior written consent thereto (which shall not be unreasonably withheld), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture TrusteeIssuer. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing AgreementAgreement and the Financing Order relating to a Successor Servicer. If If, within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture TrusteeTrustee may, at the expense of the Issuer’s expense, may petition the CPUC Louisiana Commission or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E Cleco Power may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 6.07 and Section 8.12 of the Servicing Agreement and in the Servicing AgreementFinancing Order. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Louisiana Commission, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Louisiana Commission, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Cleco Power to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the DepositorCleco Power’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Storm Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount Subaccount of the Collection Account as of the end of each quarter or the most recent date available all Payment Dates (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or filed) and as of the end of each year (to be included on the next Form 10-K filed, or successor forms thereto); (vii) the Semi-Annual Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (viiii) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viiiiv) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixv) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xvi) material legislative enactment or regulatory developments order or rule directly relevant to the Outstanding Storm Recovery Bonds (to be filed or furnished in a Form 8-K); and (xivii) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Act, including but not limited to periodic and current reports related to the Storm Recovery Bonds consistent with the disclosure and reporting regime established in Regulation AB. Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. Any such reports or information delivered to the Indenture Trustee for purposes of this Section 3.07(g) is for informational purposes only, and the Indenture Trustee’s receipt of such reports or information shall not constitute actual or constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants hereunder (as to which the Indenture Trustee is entitled to conclusively rely on an Officer’s Certificate). (ih) The Issuer shall direct the Indenture Trustee to post on the Indenture Trustee’s website for investors (based solely on information set forth in the Semi-Annual Servicer’s Certificate) with respect to the Outstanding Storm Recovery Bonds, to the extent such information is set forth in the Semi-Annual Servicer’s Certificate, a statement showing the balance of Outstanding Storm Recovery Bonds that reflects the actual payments made on the Storm Recovery Bonds during the applicable period. The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxxhxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly immediately notify the Issuer, the Bondholders Louisiana Commission, the Holders and the Rating Agencies of any change to the address of the website for investors. (ji) The Issuer shall make all filings required under the Wildfire Financing Law Order relating to the transfer of the ownership or security interest in the Storm Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 2 contracts

Samples: Indenture (Cleco Power LLC), Indenture (Cleco Power LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Investment Recovery Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Investment Recovery Bond Collateral, including filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State LPSC or the California Secretary of State Louisiana UCC Filing Officer pursuant to the Wildfire Financing Investment Recovery Securitization Law or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Investment Recovery Property, the Investment Recovery Bond Collateral or the Fixed Investment Recovery Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Investment Recovery Bonds) , appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC LPSC or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E ELL may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, Act (to the extent permitted by and consistent with the Issuer’s and the Sponsor’s obligations under applicable law) and shall direct the Indenture Trustee to post on its website for investors the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Investment Recovery Bonds, in each case Bonds to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Investment Recovery Charges made to the Indenture Trustee during the six month period ending on the most recent Payment Date (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iiiii) a statement reporting the balances in the Collection Account and in each subaccount Subaccount of the Collection Account as of the end of each quarter or business on the most recent date available Payment Date (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iviii) a statement showing the balance of Outstanding Investment Recovery Bonds as of the end of business on the most recent Payment Date that reflects the actual periodic payments made on the Investment Recovery Bonds during versus the applicable period expected periodic payments (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (viv) the Semi-Annual Servicer’s Certificate as and the Monthly Servicer’s Certificate which are required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixv) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Bonds Agencies (to be filed or furnished in a Form 8-K); and (xivi) any reports and other information that material legislative or regulatory developments directly relevant to the Issuer is required Outstanding Investment Recovery Bonds (to file with the SEC under the Securities Exchange Act of 1934. (h) be filed or furnished in a Form 8-K). Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) . The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxxhxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx/Xxxxx.jsp. The Indenture Trustee shall promptly immediately notify the Issuer, Issuer and the Bondholders and the Rating Agencies of any change to the address of the website for investors. (jh) The Issuer shall make all filings required under the Wildfire Financing Investment Recovery Securitization Law relating to the transfer of the ownership or security interest in the Investment Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 2 contracts

Samples: Indenture (Entergy Louisiana Investment Recovery Funding I, L.L.C.), Indenture (Entergy Louisiana Investment Recovery Funding I, L.L.C.)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Securitization Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement, any Intercreditor Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Securitization Bond Collateral, including filing or causing to be filed all filings with the CPUCCommission, the Delaware Secretary of State or the California Secretary Michigan Department of State pursuant to the Wildfire Financing Law Statute or the Financing Order, all UCC financing statements and all continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, Agencies and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Securitization Property, the Recovery Securitization Bond Collateral or the Fixed Recovery Securitization Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee may and shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) Securitization Bonds and subject to the terms of any Intercreditor Agreement, appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement and any Intercreditor Agreement. If If, within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, may petition the CPUC Commission or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E DTE Electric may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating AgenciesAgencies of such termination. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the DepositorSponsor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, and shall direct the Indenture Trustee to post on its website for investors the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Securitization Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Distribution Securitization Charges and Power Supply Securitization Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in each account (including subaccounts thereof) under this Indenture for the Collection Account and in each subaccount of the Collection Account Securitization Bonds as of the end date of each quarter the Semi-Annual Servicer’s Certificate or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Securitization Bonds that reflects the actual periodic payments made on the Recovery Securitization Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Semi-Annual Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate Certificates as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixviii) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xix) material legislative or regulatory developments directly relevant to the Outstanding Recovery Securitization Bonds (to be filed or furnished in a Form 8-K); and (xix) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934Act. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxxxxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders Holders and the Rating Agencies of any change to the address of the website for investors. (j) The Issuer shall make all filings required under the Wildfire Financing Law Statute relating to the transfer of the ownership or security interest in the Recovery Securitization Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 2 contracts

Samples: Indenture (DTE Electric Securitization Funding I LLC), Indenture (DTE Electric Securitization Funding I LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Storm Recovery Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Storm Recovery Bond Collateral, including filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State Council or the California Secretary of State Louisiana UCC Filing Officer pursuant to the Wildfire Financing Storm Recovery Securitization Law or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Storm Recovery Property, the Storm Recovery Bond Collateral or the Fixed Storm Recovery Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Storm Recovery Bonds) , appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC Council or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E XXX may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be or the website of any direct Sponsor’s or indirect parent company of the Issueran affiliate’s website) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, Act (to the extent permitted by and consistent with the Issuer’s and the Sponsor’s obligations under applicable law) and post on its website (or the Sponsor’s or an affiliate’s website) for investors the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Storm Recovery Bonds, in each case Bonds to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Storm Recovery Charges made to the Indenture Trustee during the six month period ending on the most recent Payment Date (to be included in a Form 10-D 10‑D or Form 10-K10‑K, or successor forms thereto); (ii) a statement reporting the balances in the Collection Account and in each Subaccount of the Collection Account as of the end of business on the most recent Payment Date (to be included in a Form 10‑D or Form 10‑K, or successor forms thereto); (iii) a statement reporting showing the balances in the Collection Account and in each subaccount balance of the Collection Account Outstanding Storm Recovery Bonds as of the end of each quarter or business on the most recent date available Payment Date that reflects the actual periodic payments made on the Storm Recovery Bonds versus the expected periodic payments (to be included in a the next Form 10-D 10‑D or Form 10-K10‑K filed, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10Semi-D or Form 10-K filed, or successor forms thereto); (v) the Annual Servicer’s Certificate as and the Monthly Servicer’s Certificate which are required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D10‑D, Form 10-K 10‑K or Form 8-K8‑K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixv) any change in the long-term long‑term or short-term short‑term credit ratings of the Servicer assigned by the Rating Agencies; (xvi) material legislative or regulatory developments directly relevant to the Outstanding Storm Recovery Bonds (to be filed or furnished in a Form 8-K8‑K); and (xivii) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act Act. As of 1934. the Closing Date, the address of the Sponsor’s website maintained by the Issuer for investors is xxxx://xxx.xxxxxxx.xxx/investor_relations/securitization_filings.aspx. At the written direction of the Issuer, the Indenture Trustee shall post on the Indenture Trustee's website for investors (hbased solely on information set forth in the Semi-Annual Servicer's Certificate) with respect to the Outstanding Storm Recovery Bonds, to the extent such information is set forth in the Semi-Annual Servicer's Certificate, a statement showing the balance of Outstanding Storm Recovery Bonds that reflects the actual payments made on the Storm Recovery Bonds during the applicable period. The address of the Indenture Trustee's website for investors is xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall immediately notify the Issuer, the Holders and the Rating Agencies of any change to the address of the website for investors. Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (jh) The Issuer shall make all filings required under the Wildfire Financing Storm Recovery Securitization Law relating to the transfer of the ownership or security interest in the Storm Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 2 contracts

Samples: Indenture (Entergy New Orleans Storm Recovery Funding I, L.L.C.), Indenture (Entergy New Orleans Storm Recovery Funding I, L.L.C.)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Environmental Trust Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement, any Intercreditor Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Environmental Trust Bond Collateral, including filing or causing to be filed all filings with the CPUCPSCW, the Delaware Secretary of State or the California Secretary Wisconsin Department of State Financial Institutions pursuant to the Wildfire Financing Law Statute or the Financing Order, all UCC financing statements and all continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, Agencies and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Environmental Control Property, the Recovery Environmental Trust Bond Collateral or the Fixed Recovery Environmental Control Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee may and shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) Environmental Trust Bonds and subject to the terms of any Intercreditor Agreement, appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If If, within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC PSCW or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E Wisconsin Electric may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating AgenciesAgencies of such termination. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the DepositorSponsor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, and shall direct the Indenture Trustee to post on its website for investors the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Environmental Trust Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Environmental Control Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Environmental Trust Bonds that reflects the actual periodic payments made on the Recovery Environmental Trust Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Semi-Annual Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixviii) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xix) material legislative or regulatory developments directly relevant to the Outstanding Recovery Environmental Trust Bonds (to be filed or furnished in a Form 8-K); and (xix) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Act. Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) . The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxxhttps//pxxxx.xxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders Holders and the Rating Agencies of any change to the address of the website for investors. (jh) The Issuer shall make all filings required under the Wildfire Financing Law Statute relating to the transfer of the ownership or security interest in the Recovery Environmental Control Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 2 contracts

Samples: Indenture (WEPCo Environmental Trust Finance I, LLC), Indenture (WEPCo Environmental Trust Finance I, LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement, the Intercreditor Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons selected with due care to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Collateral, including filing or causing to be filed all filings with the CPUCCommission, the Delaware Secretary of State of the State of Delaware or the California Secretary of State of the State of North Carolina pursuant to the Wildfire Financing Storm Recovery Law or the Financing Order, all UCC financing statements and all continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing AgreementAgreement for such Series, the Issuer shall promptly give written notice thereof to the Indenture Trustee Trustee, the Commission and the Rating Agencies, Agencies and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Storm Recovery Property, the Storm Recovery Bond Collateral or the Fixed Storm Recovery Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the applicable Servicing Agreement, the Indenture Trustee shall, at the written direction either (a) of the Holders evidencing not less than a majority of the Outstanding Amount of the Storm Recovery BondsBonds of such Series, or (b) of the Commission, appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture TrusteeIssuer. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the applicable Servicing Agreement and the applicable Intercreditor Agreement. If If, within thirty (30) 30 days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC Commission or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E Duke Energy Progress may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the DepositorSponsor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Storm Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iiiii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available all Payment Dates (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or filed) and as of the end of each year (to be included on the next Form 10-K filed, or successor forms thereto); (viii) the Semi-Annual Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (viiv) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viiiv) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixvi) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xvii) material legislative or regulatory developments directly relevant to the Outstanding Storm Recovery Bonds (to be filed or furnished in a Form 8-K); and (xiviii) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Act, including but not limited to periodic and current reports related to the Storm Recovery Bonds consistent with the disclosure and reporting regime established in Regulation AB. Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. Any such reports or information delivered to the Indenture Trustee for purposes of this Section 3.07(g) is for informational purposes only, and the Indenture Trustee’s receipt of such reports or information shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants hereunder (as to which the Indenture Trustee is entitled to conclusively rely on an Officer’s Certificate). (ih) The Issuer shall direct the Indenture Trustee to post on the Indenture Trustee’s website for investors (based solely on information set forth in the Annual Servicer’s Certificate) with respect to the Outstanding Storm Recovery Bonds, to the extent such information is set forth in the Annual Servicer’s Certificate, a statement showing the balance of Outstanding Storm Recovery Bonds that reflects the actual payments made on the Storm Recovery Bonds during the applicable period. The address of the Indenture Trustee’s website for investors is currently [xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx]. The Indenture Trustee shall promptly immediately notify the Issuer, the Bondholders Holders and the Rating Agencies of any change to the address of the website for investors. (ji) The Issuer shall make all filings required under the Wildfire Financing Storm Recovery Law relating to the transfer of the ownership or security interest in the Storm Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 1 contract

Samples: Indenture (Duke Energy Progress NC Storm Funding LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Note Issuer (i) shall will diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Note Collateral and (ii) shall will not take any action and shall will use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s 's covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the any Trustee's Issuance Certificate, any Series Supplement, the Sale Agreement, any Subsequent Sale Agreement related to the applicable Note Collateral, the Servicing Agreement, the Administration Agreement or such other instrument or agreement. (b) The Note Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s 's Certificate of the Note Issuer shall be deemed to be action taken by the Note Issuer. Initially, the Note Issuer has contracted with the Servicer Administrator to assist the Note Issuer in performing its duties under this Indenture. (c) The Note Issuer shall will punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Note Collateral, including including, but not limited to, filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State or the California Secretary of State ICC pursuant to the Wildfire Financing Funding Law or the Financing Funding Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein.this (d) If the Note Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Note Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Note Issuer has taken or is taking with respect to of such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery PropertyIntangible Transition Property or the IFCs, the Recovery Bond Collateral or the Fixed Recovery Charges, the Note Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s 's rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) Note Issuer shall appoint a successor Servicer (the "Successor Servicer") with the Grantee's prior written consent thereto (which consent shall not be unreasonably withheld), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Grantee, the Note Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) 30 days after the delivery of the notice referred to above, a new Servicer the Note Issuer shall not have been appointedobtained such a Successor Servicer, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC ICC or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E the Grantee may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 below and in the Servicing Agreement. (f) Upon any termination of the Servicer’s 's rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Note Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Grantee, the Note Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) Without derogating from the absolute nature of the assignment Granted to the Indenture Trustee under this Indenture or the rights of the Indenture Trustee hereunder, the Note Issuer agrees that it will not, without the prior written consent of the Indenture Trustee or the Holders of at least a majority in Outstanding Amount of the Notes of all Series, amend, modify, waive, supplement, terminate or surrender, or agree to any amendment, modification, supplement, termination, waiver or surrender of, the terms of any Note Collateral or the Basic Documents, or waive timely performance or observance by ComEd, the Grantee or the Servicer under the Grant Agreement, any Subsequent Grant Agreement, the Sale Agreement any Subsequent Sale Agreement or the Servicing Agreement, respectively; PROVIDED, that no such consent shall be required if (i) the Indenture Trustee shall have received an Officer's Certificate stating that such waiver, amendment, modification, supplement or termination shall not adversely affect in any material respect the interests of the Holders and (ii) the Rating Agency Condition shall have been satisfied with respect thereto. If any such amendment, modification, supplement or waiver shall be so consented to by the Indenture Trustee or such Holders, the Note Issuer agrees to execute and deliver, in its own name and at its own expense, such agreements, instruments, consents and other documents as shall be necessary or appropriate in the circumstances. The Note Issuer agrees that no such amendment, modification, supplement or waiver shall adversely affect the rights of the Holders of the Notes outstanding at the time of any such amendment, modification, supplement or waiver. (h) The Note Issuer shall, or shall cause the Depositor Administrator to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in such periodic reports and other reports reports, if any, as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Bonds (to be filed or furnished in a Form 8-K); and (xi) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Note Issuer shall make all filings required under the Wildfire Financing Funding Law relating to the transfer of the ownership or security interest in the Recovery Intangible Transition Property other than those required to be made by the Seller or the Servicer Grantee pursuant to the Basic Documents.

Appears in 1 contract

Samples: Indenture (Comed Funding LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s 's covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the any Series Supplement, the any Sale Agreement, the any Servicing Agreement, any Swap Agreement, any Intercreditor Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s 's Certificate of the Issuer shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Collateral, including including, but not limited to, filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State PUCT or the California Texas Secretary of State pursuant to the Wildfire Financing Securitization Law or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the any Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to of such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the any Servicing Agreement with respect to the Recovery Property, the Recovery Bond Collateral Transition Property or the Fixed Recovery Transition Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s 's rights and powers pursuant to Section 7.01 of the any Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) shall appoint a successor Servicer (the "Successor Servicer"), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the such Servicing Agreement and any Intercreditor Agreement. If within thirty (30) 30 days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC PUCT or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E Oncor may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the such Servicing Agreement. (f) Upon any termination of the Servicer’s 's rights and powers pursuant to the any Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders of the related Series of Bonds and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the such Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) Without derogating from the absolute nature of the assignment Granted to the Indenture Trustee under this Indenture or the rights of the Indenture Trustee hereunder, the Issuer agrees that it will not, without the prior written consent of the Indenture Trustee or the Holders of at least a majority in Outstanding Amount of the Bonds of all affected Series, amend, modify, waive, supplement, terminate or surrender, or agree to any amendment, modification, supplement, termination, waiver or surrender of, the terms of any Collateral or the Basic Documents, or waive timely performance or observance by the Seller or the Servicer under any Sale Agreement or any Servicing Agreement, respectively; provided, that no such consent shall be required if (i) the Indenture Trustee shall have received an Opinion of Counsel stating that such waiver, amendment, modification, supplement or termination shall not adversely affect in any material respect the interests of such Holders and (ii) the Rating Agency Condition shall have been satisfied with respect thereto. If any such amendment, modification, supplement or waiver shall be so consented to by the Indenture Trustee or such Holders, the Issuer agrees to execute and deliver, in its own name and at its own expense, such agreements, instruments, consents and other documents as shall be necessary or appropriate in the circumstances. The Issuer agrees that no such amendment, modification, supplement or waiver shall adversely affect in any material respect the rights of the Holders of any Series of Bonds Outstanding at the time of any such amendment, modification, supplement or waiver without the consent of such Holders. It shall not be necessary for such Holders pursuant to this clause (g) to approve the particular form of any proposed amendment, modification, supplement, waiver or consent, but it shall be sufficient if such consent shall approve the substance thereof. Prior to its consent to any amendment, modification, supplement or waiver, the Indenture Trustee shall be entitled to receive and rely upon an Opinion of Counsel stating that such amendment, modification, supplement or waiver is permitted. The Indenture Trustee may, but shall not be obligated to, enter into any such amendment, modification, supplement or waiver which affects the Indenture Trustee's own rights, duties or immunities under the Basic Documents. (h) The Issuer shall (or shall cause the Depositor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent file with the Issuer’s and the Depositor’s obligations under applicable lawSEC such periodic reports, file with or furnish to the SEC in periodic reports and other reports if any, as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Bonds (to be filed or furnished in a Form 8-K); and (xi) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Issuer shall make all filings required under the Wildfire Financing Securitization Law relating to the transfer of the ownership or security interest in the Recovery Transition Property other than those required to be made by the Seller or the any Servicer pursuant to the Basic Documents.

Appears in 1 contract

Samples: Indenture (Oncor Electric Delivery Transition Bond Co LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Transition Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s 's covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the any Series Supplement, the Sale Agreement, the Servicing Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s 's Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the related Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Transition Bond Collateral, including filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State PUCT or the California Texas Secretary of State pursuant to the Wildfire Financing Securitization Law or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the related Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to of such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Transition Property, the Recovery Transition Bond Collateral or the Fixed Recovery Transition Charges, the Issuer shall take all reasonable steps available to it to remedy such failurexxxxxxx. (e) As Xx promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s 's rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) Transition Bonds of all Series, appoint a successor Servicer (the "Successor Servicer"), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC PUCT or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E EGSI may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) . Upon any termination of the Servicer’s 's rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be or the website of any direct Sponsor's or indirect parent company of the Issueran affiliate's website) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, Act (without regard to the number of Holders of Transition Bonds to the extent permitted by and consistent with the Issuer's and the Sponsor's obligations under applicable law) the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the each Series of Outstanding Recovery Bonds, in each case Transition Bonds to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the : statements of any remittances of Fixed Recovery Transition Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) ; a statement reporting the balances in the each Collection Account and in each subaccount of the each Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) ; a statement showing the balance of Outstanding Recovery Transition Bonds that reflects the actual periodic payments made on each Series of the Recovery Transition Bonds during versus the applicable period expected periodic payments (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) ; the Servicer’s 's Certificate as and the Monthly Servicer's Certificate which are required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) ; the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) filing following the issuance of the Series of Transition Bonds; any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; Agencies (x) to be filed or furnished in a Form 8-K); material legislative or regulatory developments directly relevant to the Outstanding Recovery Transition Bonds (to be filed or furnished in a Form 8-K); and and a quarterly statement either affirming that, to the Issuer's or the Sponsor's knowledge, as applicable, in all material respects, for each materially significant REP, if any (xito be included in each Form 10-D and each Form 10-K) any reports and other information that the Issuer is required to file (A) each such REP has been billed in compliance with the SEC under requirements outlined in the Securities Exchange Act of 1934. Applicable Financing Order, (hB) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer each such REP has made payments in compliance with the SEC to requirements outlined in the extent permitted by applicable law. Applicable Financing Order, and (iC) The address each such REP satisfies the creditworthiness requirements of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxxApplicable Financing Order, or if clauses (A), (B) and (C) has not occurred, such quarterly statements shall describe the Servicer's actions. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Issuer shall make all filings required under the Wildfire Financing Securitization Law relating to the transfer of the ownership or security interest in the Recovery Transition Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 1 contract

Samples: Indenture (Entergy Gulf States Reconstruction Funding I, LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Storm Recovery Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Storm Recovery Bond Collateral, including filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State Council or the California Secretary of State Louisiana UCC Filing Officer pursuant to the Wildfire Financing Storm Recovery Securitization Law or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Storm Recovery Property, the Storm Recovery Bond Collateral or the Fixed Storm Recovery Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Storm Recovery Bonds) , appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC Council or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E XXX may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be or the website of any direct Sponsor’s or indirect parent company of the Issueran affiliate’s website) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, Act (to the extent permitted by and consistent with the Issuer’s and the Sponsor’s obligations under applicable law) and post on its website (or the Sponsor’s or an affiliate’s website) for investors the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Storm Recovery Bonds, in each case Bonds to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Storm Recovery Charges made to the Indenture Trustee during the six month period ending on the most recent Payment Date (to be included in a Form 10-D 10‑D or Form 10-K10‑K, or successor forms thereto); (ii) a statement reporting the balances in the Collection Account and in each Subaccount of the Collection Account as of the end of business on the most recent Payment Date (to be included in a Form 10‑D or Form 10‑K, or successor forms thereto); (iii) a statement reporting showing the balances in the Collection Account and in each subaccount balance of the Collection Account Outstanding Storm Recovery Bonds as of the end of each quarter or business on the most recent date available Payment Date that reflects the actual periodic payments made on the Storm Recovery Bonds versus the expected periodic payments (to be included in a the next Form 10-D 10‑D or Form 10-K10‑K filed, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10Semi-D or Form 10-K filed, or successor forms thereto); (v) the Annual Servicer’s Certificate as and the Monthly Servicer’s Certificate which are required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D10‑D, Form 10-K 10‑K or Form 8-K8‑K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixv) any change in the long-term long‑term or short-term short‑term credit ratings of the Servicer assigned by the Rating Agencies; (xvi) material legislative or regulatory developments directly relevant to the Outstanding Storm Recovery Bonds (to be filed or furnished in a Form 8-K8‑K); and (xivii) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act Act. At the written direction of 1934. the Issuer, the Indenture Trustee shall post on the Indenture Trustee's website for investors (hbased solely on information set forth in the Semi-Annual Servicer's Certificate) with respect to the Outstanding Storm Recovery Bonds, to the extent such information is set forth in the Semi-Annual Servicer's Certificate, a statement showing the balance of Outstanding Storm Recovery Bonds that reflects the actual payments made on the Storm Recovery Bonds during the applicable period. The address of the Indenture Trustee's website for investors is xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall immediately notify the Issuer, the Holders and the Rating Agencies of any change to the address of the website for investors. As of the Closing Date, the address of the Sponsor’s website for investors is xxxx://xxx.xxxxxxx.xxx/investor_relations/securitization_filings.aspx. Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (jh) The Issuer shall make all filings required under the Wildfire Financing Storm Recovery Securitization Law relating to the transfer of the ownership or security interest in the Storm Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 1 contract

Samples: Indenture (Entergy New Orleans Storm Recovery Funding I, L.L.C.)

Performance of Obligations; Servicing; SEC Filings. (a) The Note Issuer (i) shall will diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Collateral and (ii) shall will not take any action and shall will use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s 's covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement or such other instrument or agreement. (b) The Note Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Note Trustee herein or in an Officer’s 's Certificate of the Note Issuer shall be deemed to be action taken by the Note Issuer. Initially, the Note Issuer has contracted with the Servicer to assist the Note Issuer in performing its duties under this Indenture. (c) The Note Issuer shall will punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Collateral, including filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State or the California Secretary of State CPUC pursuant to the Wildfire Financing Law or the Financing OrderPU Code, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. Except as otherwise expressly permitted therein, the Note Issuer shall not waive, amend, modify, supplement or terminate any Basic Document or any provision thereof without the written consent of the Note Trustee (which consent shall not be withheld if (i) the Note Trustee shall have received an Officer's Certificate stating that such waiver, amendment, modification, supplement or termination shall not adversely affect in any material respect the interests of the Noteholders or the holders of Certificates and (ii) the Rating Agency Condition shall have been satisfied with respect thereto) or the Holders of at least a majority of the Outstanding Amount of Notes of all Series. (d) If the Note Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Note Issuer shall promptly give written notice thereof to the Indenture Trustee Note Trustee, the Infrastructure Bank and the Rating Agencies, and shall specify in such notice the response or action, if any, the Note Issuer has taken or is taking with respect to of such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Property, the Recovery Bond Collateral Transition Property or the Fixed Recovery FTA Charges, the Note Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s 's rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) Note Issuer shall appoint a successor Servicer (the "Successor Servicer") with the Note Trustee's prior written consent thereto (which consent shall not be unreasonably withheld), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Note Issuer and the Indenture Note Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) 30 days after the delivery of the notice referred to above, a new Servicer the Note Issuer shall not have been appointedobtained such a new Servicer, the Indenture Trustee, at the Issuer’s expense, Note Trustee may petition the CPUC or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E the Note Issuer may make such arrangements for the compensation of such Successor Servicer successor as it and such successor shall agree, subject to the limitations set forth in Section 8.02 below and in the Servicing Agreement, and in accordance with Section 5.02 of the Servicing Agreement, the Note Issuer shall enter into an agreement with such successor for the servicing of the Transition Property (such agreement to be in form and substance satisfactory to the Note Trustee). (f) Upon any termination of the Servicer’s 's rights and powers pursuant to the Servicing Agreement, the Indenture Note Trustee shall promptly notify the Note Issuer, the Holders Noteholders, the Infrastructure Bank and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Bonds (to be filed or furnished in a Form 8-K); and (xi) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Issuer shall make all filings required under the Wildfire Financing Law relating to the transfer of the ownership or security interest in the Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.Rating

Appears in 1 contract

Samples: Indenture (Pg&e Funding LLC)

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Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Collateral, including filing or causing to be filed all filings with the CPUCNYPSC, the Delaware Secretary of State or the California Secretary New York Department of State State, Division of Corporations pursuant to the Wildfire Financing Law Act or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Property, the Recovery Bond Collateral or the Fixed Recovery Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, may petition the CPUC NYPSC or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E RG&E may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Bonds (to be filed or furnished in a Form 8-K); and (xi) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxxxxxxx://xxxxx.xxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Issuer shall make all filings required under the Wildfire Financing Law Act relating to the transfer of the ownership or security interest in the Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 1 contract

Samples: Indenture (RG&E Storm Funding LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Note Issuer (i) shall will diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Note Collateral and (ii) shall will not take any action and shall will use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s 's covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the any Trustee's Issuance Certificate, any Series Supplement, the Sale Agreement, any Subsequent Sale Agreement related to the applicable Note Collateral, the Servicing Agreement, the Administration Agreement or such other instrument or agreement. The Note Issuer shall not terminate the Administration Agreement prior to the repayment in full of all Notes and, if any of the Notes are not repaid in full prior to June 30, 2009, the Note Issuer shall exercise its option under Section 7 of the Administration Agreement to renew the Administration Agreement until all such Notes are repaid in full. (b) The Note Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s 's Certificate of the Note Issuer shall be deemed to be action taken by the Note Issuer. Initially, the Note Issuer has contracted with the Servicer Administrator to assist the Note Issuer in performing its duties under this Indenture. (c) The Note Issuer shall will punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Note Collateral, including including, but not limited to, filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State or the California Secretary of State ICC pursuant to the Wildfire Financing Funding Law or the Financing Funding Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series SupplementSale Agreement, the any Subsequent Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Note Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Note Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Note Issuer has taken or is taking with respect to of such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery PropertyIntangible Transition Property or the IFCs, the Recovery Bond Collateral or the Fixed Recovery Charges, the Note Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s 's rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) Note Issuer shall appoint a successor Servicer (the "Successor Servicer") with the Grantee's prior written consent thereto (which consent shall not be unreasonably withheld), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Grantee, the Note Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) 30 days after the delivery of the notice referred to above, a new Servicer the Note Issuer shall not have been appointedobtained such a Successor Servicer, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC ICC or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E the Grantee may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 below and in the Servicing Agreement. (f) Upon any termination of the Servicer’s 's rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Note Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Grantee, the Note Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) Without derogating from the absolute nature of the assignment Granted to the Indenture Trustee under this Indenture or the rights of the Indenture Trustee hereunder, the Note Issuer agrees that it will not, without the prior written consent of the Indenture Trustee or the Holders of at least a majority in Outstanding Amount of the Notes of all Series, amend, modify, waive, supplement, terminate or surrender, or agree to any amendment, modification, supplement, termination, waiver or surrender of, the terms of any Note Collateral or the Basic Documents, or waive timely performance or observance by ComEd, the Grantee or the Servicer under the Grant Agreement, any Subsequent Grant Agreement, the Sale Agreement any Subsequent Sale Agreement or the Servicing Agreement, respectively; PROVIDED, that no such consent shall be required if (i) the Indenture Trustee shall have received an Officer's Certificate stating that such waiver, amendment, modification, supplement or termination shall not adversely affect in any material respect the interests of the Holders and (ii) the Rating Agency Condition shall have been satisfied with respect thereto. If any such amendment, modification, supplement or waiver shall be so consented to by the Indenture Trustee or such Holders, the Note Issuer agrees to execute and deliver, in its own name and at its own expense, such agreements, instruments, consents and other documents as shall be necessary or appropriate in the circumstances. The Note Issuer agrees that no such amendment, modification, supplement or waiver shall adversely affect the rights of the Holders of the Notes outstanding at the time of any such amendment, modification, supplement or waiver. (h) The Note Issuer shall, or shall cause the Depositor Administrator to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in such periodic reports and other reports reports, if any, as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Bonds (to be filed or furnished in a Form 8-K); and (xi) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Note Issuer shall make all filings required under the Wildfire Financing Funding Law relating to the transfer of the ownership or security interest in the Recovery Intangible Transition Property other than those required to be made by the Seller or the Servicer Grantee pursuant to the Basic Documents.

Appears in 1 contract

Samples: Indenture (Comed Funding LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Phase-In-Recovery Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement, any Intercreditor Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Phase-In-Recovery Bond Collateral, including filing or causing to be filed all filings with the CPUCCommission, the Delaware Secretary of State or the California Ohio Secretary of State pursuant to the Wildfire Financing Securitization Law or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Phase-In-Recovery Property, the Phase-In-Recovery Bond Collateral or the Fixed Phase-In-Recovery Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee may and shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Phase-In-Recovery Bonds) , appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement and each Intercreditor Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC Commission or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E OPCo may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the DepositorSponsor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, and shall direct the Indenture Trustee to post on its website for investors the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Phase-In-Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Phase-In-Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iiiii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iviii) a statement showing the balance of Outstanding Phase-In-Recovery Bonds that reflects the actual periodic payments made on the Phase-In-Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (viv) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (viv) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viiivi) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixvii) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xviii) material legislative or regulatory developments directly relevant to the Outstanding Phase-In-Recovery Bonds (to be filed or furnished in a Form 8-K); and (xiix) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) . Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) . The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx[xxxx://xxx.xxxxxx.xxx/abs]. The Indenture Trustee shall promptly immediately notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (jh) The Issuer shall make all filings required under the Wildfire Financing Securitization Law relating to the transfer of the ownership or security interest in the Phase-In-Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 1 contract

Samples: Indenture (Ohio Phase-in-Recovery Funding LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Note Issuer (i) shall will diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Note Collateral and (ii) shall will not take any action and shall will use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s 's covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the any Trustee's Issuance Certificate, any Series Supplement, the Sale Agreement, any Subsequent Sale Agreement related to the applicable Note Collateral, the Servicing Agreement, the Administration Agreement or such other instrument or agreement. (b) The Note Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s 's Certificate of the Note Issuer shall be deemed to be action taken by the Note Issuer. Initially, the Note Issuer has contracted with the Servicer and the Administrator to assist the Note Issuer in performing its duties under this Indenture. (c) The Note Issuer shall will punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Note Collateral, including including, but not limited to, filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State or the California Secretary of State ICC pursuant to the Wildfire Financing Funding Law or the Financing Funding Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the any Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Note Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Note Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Note Issuer has taken or is taking with respect to of such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery PropertyIntangible Transition Property or the IFCs, the Recovery Bond Collateral or the Fixed Recovery Charges, the Note Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s 's rights and powers pursuant to Section 7.01 [7.01] of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) Grantee shall appoint a successor Servicer (the "Successor Servicer") with the Note Issuer's prior written consent thereto (which consent shall not be unreasonably withheld), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Grantee, the Note Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) 30 days after the delivery of the notice referred to above, a new Servicer the Note Issuer shall not have been appointedobtained such a new Servicer, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC ICC or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E the Grantee may make such arrangements for the compensation of such Successor Servicer successor as it and such successor shall agree, subject to the limitations set forth in Section 8.02 below and in the Servicing Agreement. (f) Upon any termination of the Servicer’s 's rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Note Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee Note Issuer shall notify the Grantee, the Note Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) Without derogating from the absolute nature of the assignment Granted to the Indenture Trustee under this Indenture or the rights of the Indenture Trustee hereunder, the Note Issuer agrees that it will not, without the prior written consent of the Indenture Trustee or the Holders of at least [a majority] in Outstanding Amount of the Notes of all Series, amend, modify, waive, supplement, terminate or surrender, or agree to any amendment, modification, supplement, termination, waiver or surrender of, the terms of any Note Collateral or the Basic Documents, or waive timely performance or observance by Illinois Power, the Grantee or the Servicer under the Grant Agreement, any Subsequent Grant Agreement, the Sale Agreement any Subsequent Sale Agreement or the Servicing Agreement, respectively; PROVIDED, that no such consent shall be required if (i) the Indenture Trustee shall have received an Officer's Certificate stating that such waiver, amendment, modification, supplement or termination shall not adversely affect in any material respect the interests of the Holders and (ii) the Rating Agency Condition shall have been satisfied with respect thereto. If any such amendment, modification, supplement or waiver shall be so consented to by the Indenture Trustee or such Holders, the Note Issuer agrees to execute and deliver, in its own name and at its own expense, such agreements, instruments, consents and other documents as shall be necessary or appropriate in the circumstances. The Note Issuer agrees that no such amendment, modification, supplement or waiver shall adversely affect the rights of the Holders of the Notes outstanding at the time of any such amendment, modification, supplement or waiver. (h) The Note Issuer shall, or shall cause the Depositor Administrator to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in such periodic reports and other reports reports, if any, as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Bonds (to be filed or furnished in a Form 8-K); and (xi) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Note Issuer shall make all filings required under the Wildfire Financing Funding Law relating to the transfer of the ownership or security interest in the Recovery Intangible Transition Property other than those required to be made by the Seller or the Servicer Grantee pursuant to the Basic Documents.

Appears in 1 contract

Samples: Indenture (Illinois Power Securitization Limited Liability Co)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Transition Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s 's covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement or such other instrument or agreement. (b) . The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s 's Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) . The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Transition Bond Collateral, including filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State PUCT or the California Texas Secretary of State pursuant to the Wildfire Financing Securitization Law or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) . If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Transition Property, the Recovery Transition Bond Collateral or the Fixed Recovery Transition Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) . As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s 's rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Transition Bonds) , appoint a successor Servicer (the "Successor Servicer"), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC PUCT or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E ETI may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) . Upon any termination of the Servicer’s 's rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) . The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be or the website of any direct Sponsor's or indirect parent company of the Issueran affiliate's website) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, Act (without regard to the number of Holders of Transition Bonds to the extent permitted by and consistent with the Issuer's and the Sponsor's obligations under applicable law) the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Bonds, in each case Transition Bonds to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the : statements of any remittances of Fixed Recovery Transition Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) ; a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) ; a statement showing the balance of Outstanding Recovery Transition Bonds that reflects the actual periodic payments made on the Recovery Transition Bonds during versus the applicable period expected periodic payments (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) ; the Semi-Annual Servicer’s 's Certificate as and the Monthly Servicer's Certificate which are required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) ; the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) filing following the issuance of the Transition Bonds; any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; Agencies (x) to be filed or furnished in a Form 8-K); material legislative or regulatory developments directly relevant to the Outstanding Recovery Transition Bonds (to be filed or furnished in a Form 8-K); and and a quarterly statement either affirming that, to the Issuer's or the Sponsor's knowledge, as applicable, in all material respects, for each materially significant REP, if any (xito be included in each Form 10-D and each Form 10-K) any reports and other information that the Issuer is required to file (A) each such REP has been billed in compliance with the SEC under requirements outlined in the Securities Exchange Act of 1934. Financing Order, (hB) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer each such REP has made payments in compliance with the SEC to requirements outlined in the extent permitted by applicable law. Financing Order, and (iC) The address each such REP satisfies the creditworthiness requirements of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxxFinancing Order, or if clauses (A), (B) and (C) has not occurred, such quarterly statements shall describe the Servicer's actions. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Issuer shall make all filings required under the Wildfire Financing Securitization Law relating to the transfer of the ownership or security interest in the Recovery Transition Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 1 contract

Samples: Indenture (Entergy Texas Restoration Funding, LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement, the Intercreditor Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons selected with due care to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Collateral, including filing or causing to be filed all filings with the CPUCCommission, the Delaware Secretary of State of the State of Delaware or the California Secretary of State of the State of South Carolina pursuant to the Wildfire Financing Storm Recovery Law or the Financing Order, all UCC financing statements and all continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing AgreementAgreement for such Series, the Issuer shall promptly give written notice thereof to the Indenture Trustee Trustee, the Commission and the Rating Agencies, Agencies and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Storm Recovery Property, the Storm Recovery Bond Collateral or the Fixed Storm Recovery Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction either (a) of the Holders evidencing not less than a majority of the Outstanding Amount of the Storm Recovery Bonds, or (b) of the Commission, appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture TrusteeIssuer. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement and the Intercreditor Agreement. If If, within thirty (30) 30 days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC Commission or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E Duke Energy Progress may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating AgenciesAgencies of such termination. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the DepositorSponsor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Storm Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Storm Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iiiii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available all Payment Dates (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or filed) and as of the end of each year (to be included on the next Form 10-K filed, or successor forms thereto); (viii) the each Semi-Annual Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (viiv) the each Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viiiv) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixvi) any change changes in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xvii) material legislative or regulatory developments directly relevant to the Outstanding Storm Recovery Bonds (to be filed or furnished in a Form 8-K); and (xiviii) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Act, including but not limited to periodic and current reports related to the Storm Recovery Bonds consistent with the disclosure and reporting regime established in Regulation AB. Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. Any such reports or information delivered to the Indenture Trustee for purposes of this Section 3.07(g) is for informational purposes only, and the Indenture Trustee’s receipt of such reports or information shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants hereunder (as to which the Indenture Trustee is entitled to conclusively rely on an Officer’s Certificate). (ih) The Issuer shall direct the Indenture Trustee to post on the Indenture Trustee’s website for investors (based solely on information set forth in the Annual Servicer’s Certificate) with respect to the Outstanding Storm Recovery Bonds, to the extent such information is set forth in the Annual Servicer’s Certificate, a statement showing the balance of Outstanding Storm Recovery Bonds that reflects the actual payments made on the Storm Recovery Bonds during the applicable period. The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxxhxxxx://xxxxx.xxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders Holders and the Rating Agencies of any change to the address of the website for investors. (ji) The Issuer shall make all filings required under the Wildfire Financing Storm Recovery Law relating to the transfer of the ownership or security interest in the Storm Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 1 contract

Samples: Indenture (Duke Energy Progress SC Storm Funding LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Note Issuer (i) shall will diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Note Collateral and (ii) shall will not take any action and shall will use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s 's covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the any Trust Issuance Certificate, any Series Supplement, the Sale Agreement, any Subsequent Sale Agreement related to the applicable Note Collateral, the Servicing Agreement, the Administration Agreement or such other instrument or agreement. (b) The Note Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s 's Certificate of the Note Issuer shall be deemed to be action taken by the Note Issuer. Initially, the Note Issuer has contracted with the Servicer Administrator to assist the Note Issuer in performing its duties under this Indenture. (c) The Note Issuer shall will punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Note Collateral, including including, but not limited to, filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State or the California Secretary of State ICC pursuant to the Wildfire Financing Funding Law or the Financing Funding Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series SupplementSale Agreement, the any Subsequent Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Note Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Note Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Note Issuer has taken or is taking with respect to of such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery PropertyIntangible Transition Property or the IFCs, the Recovery Bond Collateral or the Fixed Recovery Charges, the Note Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s 's rights and powers pursuant to Section 7.01 [7.01] of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) Note Issuer shall appoint a successor Servicer (the "Successor Servicer") with the Grantee's prior written consent thereto (which consent shall not be unreasonably withheld), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Grantee, the Note Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) 30 days after the delivery of the notice referred to above, a new Servicer the Note Issuer shall not have been appointedobtained such a Successor Servicer, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC ICC or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E the Grantee may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 below and in the Servicing Agreement. (f) Upon any termination of the Servicer’s 's rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Note Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee Note Issuer shall notify the Grantee, the Note Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) Without derogating from the absolute nature of the assignment Granted to the Indenture Trustee under this Indenture or the rights of the Indenture Trustee hereunder, the Note Issuer agrees that it will not, without the prior written consent of the Indenture Trustee or the Holders of at least a majority in Outstanding Amount of the Notes of all Series, amend, modify, waive, supplement, terminate or surrender, or agree to any amendment, modification, supplement, termination, waiver or surrender of, the terms of any Note Collateral or the Basic Documents, or waive timely performance or observance by Illinois Power, the Grantee or the Servicer under the Grant Agreement, any Subsequent Grant Agreement, the Sale Agreement any Subsequent Sale Agreement or the Servicing Agreement, respectively; PROVIDED, that no such consent shall be required if (i) the Indenture Trustee shall have received an Officer's Certificate stating that such waiver, amendment, modification, supplement or termination shall not adversely affect in any material respect the interests of the Holders and (ii) the Rating Agency Condition shall have been satisfied with respect thereto. If any such amendment, modification, supplement or waiver shall be so consented to by the Indenture Trustee or such Holders, the Note Issuer agrees to execute and deliver, in its own name and at its own expense, such agreements, instruments, consents and other documents as shall be necessary or appropriate in the circumstances. The Note Issuer agrees that no such amendment, modification, supplement or waiver shall adversely affect the rights of the Holders of the Notes outstanding at the time of any such amendment, modification, supplement or waiver. (h) The Note Issuer shall, or shall cause the Depositor Administrator to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in such periodic reports and other reports reports, if any, as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Bonds (to be filed or furnished in a Form 8-K); and (xi) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Note Issuer shall make all filings required under the Wildfire Financing Funding Law relating to the transfer of the ownership or security interest in the Recovery Intangible Transition Property other than those required to be made by the Seller or the Servicer Grantee pursuant to the Basic Documents.

Appears in 1 contract

Samples: Indenture (Illinois Power Securitization Limited Liability Co)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery CRR Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement, any Intercreditor Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery CRR Bond Collateral, including filing or causing to be filed all filings with the CPUCCommission, the Delaware Secretary of State, the Virginia State Corporation Commission or the California West Virginia Secretary of State pursuant to the Wildfire Financing Securitization Law or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery CRR Property, the Recovery CRR Bond Collateral or the Fixed Recovery CRR Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee may and shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Consumer Rate Relief Bonds) , appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement and each Intercreditor Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC Commission or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E APCo may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the DepositorSponsor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, and shall direct the Indenture Trustee to post on its website for investors the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Consumer Rate Relief Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery CRR Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iiiii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iviii) a statement showing the balance of Outstanding Recovery Consumer Rate Relief Bonds that reflects the actual periodic payments made on the Recovery Consumer Rate Relief Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (viv) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (viv) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viiivi) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixvii) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xviii) material legislative or regulatory developments directly relevant to the Outstanding Recovery Consumer Rate Relief Bonds (to be filed or furnished in a Form 8-K); and (xiix) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) . Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) . The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx[to come]. The Indenture Trustee shall promptly immediately notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (jh) The Issuer shall make all filings required under the Wildfire Financing Securitization Law relating to the transfer of the ownership or security interest in the Recovery CRR Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 1 contract

Samples: Indenture (Appalachian Consumer Rate Relief Funding LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall will diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Collateral and (ii) shall will not take any action and shall will use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, Agreement or the Servicing Agreement or such other instrument or agreementAgreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate of the Issuer shall be deemed to be action taken by satisfy the Issuer’s obligation to perform such duties. Initially, the Issuer has contracted with the Servicer pursuant to the Servicing Agreement to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall will punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents Indenture and in the instruments and agreements included in the Recovery Bond Collateral, including filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State or the California Secretary of State CPUC pursuant to the Wildfire Financing Law or the Financing OrderPU Code, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, Indenture with respect to the Series Supplement, the Sale Agreement Recovery Property and the Servicing Agreement other Collateral in accordance with and within the time periods provided for herein and thereinherein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default with respect to the Recovery Property under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with in respect to of such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Property, Property under the Recovery Bond Collateral or the Fixed Recovery ChargesServicing Agreement, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) Issuer shall appoint a successor Servicer (the “Successor Servicer”)) with the Trustee’s prior written consent thereto (which consent shall not be unreasonably withheld) and the CPUC’s prior written consent thereto, and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer the Issuer shall not have been appointedobtained such a new Servicer, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E the Issuer may make such arrangements for the compensation of such Successor Servicer successor as it and such successor shall agree, subject to the limitations set forth in Section 8.02 below and in the Servicing Agreement, and in accordance with Section 7.02 of the Servicing Agreement, the Issuer shall enter into an agreement with such successor for the servicing of the Recovery Property (such agreement to be in form and substance satisfactory to the Trustee). (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing AgreementAgreement with respect to the Recovery Property, the Indenture Trustee shall promptly notify the Issuer, the Holders Bondholders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee Issuer shall notify the IssuerTrustee, the Holders Bondholders, the CPUC and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) Without derogating from the absolute nature of the assignment granted to the Trustee under this Indenture or the rights of the Trustee hereunder, the Issuer agrees that it will not (i) amend, modify, waive, supplement, terminate or surrender, or agree to any amendment, modification, supplement, termination, waiver or surrender of, the terms of the Sale Agreement or the Servicing Agreement, except as provided in the Sale Agreement or the Servicing Agreement, respectively, or (ii) waive timely performance or observance by the Seller or the Servicer with respect to the Recovery Property under the Sale Agreement or the Servicing Agreement, respectively. The Issuer agrees that no such amendment, modification, supplement or waiver shall adversely affect in any material respect the interests of the Holders of the Bonds outstanding at the time of any such amendment, modification, supplement or waiver. (h) The Issuer shall (or shall cause the Depositor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent file with the Issuer’s and the Depositor’s obligations under applicable lawSEC such periodic reports, file with or furnish to the SEC in periodic reports and other reports if any, as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Bonds (to be filed or furnished in a Form 8-K); and (xi) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Issuer shall make all filings required under the Wildfire Financing Law Statute or the CUCC relating to the transfer of the ownership or security interest in the Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic DocumentsSale Agreement.

Appears in 1 contract

Samples: Indenture (PG&E Energy Recovery Funding LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall will diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Collateral and (ii) shall will not take any action and shall will use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, Agreement or the Servicing Agreement or such other instrument or agreementAgreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate of the Issuer shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer pursuant to the Servicing Agreement to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall will punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents Indenture and in the instruments and agreements included in the Recovery Bond Collateral, including filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State or the California Secretary of State CPUC pursuant to the Wildfire Financing Law or the Financing OrderPU Code, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement with respect to the Recovery Property and the other Collateral in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default with respect to the Recovery Property under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with in respect to of such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Property, Property under the Recovery Bond Collateral or the Fixed Recovery ChargesServicing Agreement, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) Issuer shall appoint a successor Servicer (the “Successor Servicer”)) with the Trustee’s prior written consent thereto (which consent shall not be unreasonably withheld) and the CPUC’s prior written consent thereto, and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer the Issuer shall not have been appointedobtained such a new Servicer, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E the Issuer may make such arrangements for the compensation of such Successor Servicer successor as it and such successor shall agree, subject to the limitations set forth in Section 8.02 below and in the Servicing Agreement, and in accordance with Section 7.02 of the Servicing Agreement, the Issuer shall enter into an agreement with such successor for the servicing of the Recovery Property (such agreement to be in form and substance satisfactory to the Trustee). (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders Bondholders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee Issuer shall notify the IssuerTrustee, the Holders Bondholders, the CPUC and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) Without derogating from the absolute nature of the assignment granted to the Trustee under this Indenture or the rights of the Trustee hereunder, the Issuer agrees that it will not, amend, modify, waive, supplement, terminate or surrender, or agree to any amendment, modification, supplement, termination, waiver or surrender of, the terms of the Sale Agreement, the Servicing Agreement [or the Swap Agreement], except as provided in the Sale Agreement, the Servicing Agreement [or the Swap Agreement], respectively, or (ii) waive timely performance or observance by the Seller or the Servicer with respect to the Recovery Property under the Sale Agreement or the Servicing Agreement, respectively. The Issuer agrees that no such amendment, modification, supplement or waiver shall adversely affect in any material respect the interests of the Holders of the Bonds outstanding at the time of any such amendment, modification, supplement or waiver. (h) The Issuer shall (or shall cause the Depositor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent file with the Issuer’s and the Depositor’s obligations under applicable lawSEC such periodic reports, file with or furnish to the SEC in periodic reports and other reports if any, as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Bonds (to be filed or furnished in a Form 8-K); and (xi) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Issuer shall make all filings required under the Wildfire Financing Law Statute or the CUCC relating to the transfer of the ownership or security interest in the Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic DocumentsSale Agreement.

Appears in 1 contract

Samples: Indenture (PG&E Energy Recovery Funding LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Note Issuer (i) shall will diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Note Collateral and (ii) shall will not take any action and shall will use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s 's covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the any Issuance Certificate, any Series Supplement, the Sale Agreement, the Servicing Agreement, any Swap Agreement, the Intercreditor Agreement or such other instrument or agreement. (b) The Note Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s 's Certificate of the Note Issuer shall be deemed to be action taken by the Note Issuer. Initially, the Note Issuer has contracted with the Servicer to assist the Note Issuer in performing its duties under this Indenture. (c) The Note Issuer shall will punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Note Collateral, including including, but not limited to, filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State PUCT or the California Texas Secretary of State pursuant to the Wildfire Financing Securitization Law or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Note Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Note Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Note Issuer has taken or is taking with respect to of such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Property, the Recovery Bond Collateral Transition Property or the Fixed Recovery Transition Charges, the Note Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s 's rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) shall appoint a successor Servicer (the "Successor Servicer"), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Note Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement and the Intercreditor Agreement. If within thirty (30) 30 days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC PUCT or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E CPL may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 below and in the Servicing Agreement. (f) Upon any termination of the Servicer’s 's rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Note Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Note Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) Without derogating from the absolute nature of the assignment Granted to the Indenture Trustee under this Indenture or the rights of the Indenture Trustee hereunder, the Note Issuer agrees that it will not, without the prior written consent of the Indenture Trustee or the Holders of at least a majority in Outstanding Amount of the Notes of all Series, amend, modify, waive, supplement, terminate or surrender, or agree to any amendment, modification, supplement, termination, waiver or surrender of, the terms of any Note Collateral or the Basic Documents, or waive timely performance or observance by the Seller or the Servicer under the Sale Agreement or the Servicing Agreement, respectively; provided, that no such consent shall be required if (i) the Indenture Trustee shall have received an Opinion of Counsel stating that such waiver, amendment, modification, supplement or termination shall not adversely affect in any material respect the interests of the Holders and (ii) the Rating Agency Condition shall have been satisfied with respect thereto. If any such amendment, modification, supplement or waiver shall be so consented to by the Indenture Trustee or such Holders, the Note Issuer agrees to execute and deliver, in its own name and at its own expense, such agreements, instruments, consents and other documents as shall be necessary or appropriate in the circumstances. The Note Issuer agrees that no such amendment, modification, supplement or waiver shall adversely affect in any material respect the rights of the Holders of the Notes outstanding at the time of any such amendment, modification, supplement or waiver without the consent of such Holders. It shall not be necessary for the Holders pursuant to this clause (g) to approve the particular form of any proposed amendment, modification, supplement, waiver or consent, but it shall be sufficient if such consent shall approve the substance thereof. Prior to its consent to any amendment, modification, supplement or waiver, the Indenture Trustee shall be entitled to receive and rely upon an Opinion of Counsel stating that such amendment, modification, supplement or waiver is permitted. The Indenture Trustee may, but shall not be obligated to, enter into any such amendment, modification, supplement or waiver which affects the Indenture Trustee's own rights, duties or immunities under the Basic Documents. (h) The Note Issuer shall (or shall cause the Depositor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent file with the Issuer’s and the Depositor’s obligations under applicable lawSEC such periodic reports, file with or furnish to the SEC in periodic reports and other reports if any, as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Bonds (to be filed or furnished in a Form 8-K); and (xi) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Issuer shall make all filings required under the Wildfire Financing Law relating to the transfer of the ownership or security interest in the Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 1 contract

Samples: Indenture (CPL Transition Funding LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Note Issuer (i) shall will diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Note Collateral and (ii) shall will not take any action and shall will use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s 's covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the any Trustee's Issuance Certificate, any Series Supplement, the Sale Agreement, the Servicing Agreement or such other instrument or agreement. (b) The Note Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s 's Certificate of the Note Issuer shall be deemed to be action taken by the Note Issuer. Initially, the Note Issuer has contracted with the Servicer to assist the Note Issuer in performing its duties under this Indenture. (c) The Note Issuer shall will punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Note Collateral, including including, but not limited to, filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State or the California Secretary of State PUCT pursuant to the Wildfire Financing Securitization Law or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Note Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Note Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Note Issuer has taken or is taking with respect to of such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Property, the Recovery Bond Collateral Transition Property or the Fixed Recovery Transition Charges, the Note Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s 's rights and powers pursuant to [Section 7.01 7.01] of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) Note Issuer shall appoint a successor Servicer (the "Successor Servicer"), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Note Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) 30 days after the delivery of the notice referred to above, a new Servicer the Note Issuer shall not have been appointedobtained such a Successor Servicer, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC PUCT or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E CPL may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 below and in the Servicing Agreement. (f) Upon any termination of the Servicer’s 's rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Note Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Note Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) Without derogating from the absolute nature of the assignment Granted to the Indenture Trustee under this Indenture or the rights of the Indenture Trustee hereunder, the Note Issuer agrees that it will not, without the prior written consent of the Indenture Trustee or the Holders of at least a majority in Outstanding Amount of the Notes of all Series, amend, modify, waive, supplement, terminate or surrender, or agree to any amendment, modification, supplement, termination, waiver or surrender of, the terms of any Note Collateral or the Basic Documents, or waive timely performance or observance by or the Servicer under the Sale Agreement or the Servicing Agreement, respectively; provided, that no such consent shall be required if (i) the Indenture Trustee shall have received an Officer's Certificate stating that such waiver, amendment, modification, supplement or termination shall not adversely affect in any material respect the interests of the Holders and (ii) the Rating Agency Condition shall have been satisfied with respect thereto. If any such amendment, modification, supplement or waiver shall be so consented to by the Indenture Trustee or such Holders, the Note Issuer agrees to execute and deliver, in its own name and at its own expense, such agreements, instruments, consents and other documents as shall be necessary or appropriate in the circumstances. The Note Issuer agrees that no such amendment, modification, supplement or waiver shall adversely affect the rights of the Holders of the Notes outstanding at the time of any such amendment, modification, supplement or waiver. (h) The Note Issuer shall (or shall cause the Depositor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent file with the Issuer’s and the Depositor’s obligations under applicable lawSEC such periodic reports, file with or furnish to the SEC in periodic reports and other reports if any, as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Bonds (to be filed or furnished in a Form 8-K); and (xi) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Issuer shall make all filings required under the Wildfire Financing Law relating to the transfer of the ownership or security interest in the Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 1 contract

Samples: Indenture (Central & South West Corp)

Performance of Obligations; Servicing; SEC Filings. (a) The Note Issuer (i) shall will diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Note Collateral and (ii) shall will not take any action and shall will use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s 's covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the any Trustee's Issuance Certificate, any Series Supplement, the Sale Agreement, any Subsequent Sale Agreement related to the applicable Note Collateral, the Servicing Agreement, the Administration Agreement or such other instrument or agreement. (b) The Note Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s 's Certificate of the Note Issuer shall be deemed to be action taken by the Note Issuer. Initially, the Note Issuer has contracted with the Servicer and the Administrator to assist the Note Issuer in performing its duties under this Indenture. (c) The Note Issuer shall will punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Note Collateral, including including, but not limited to, filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State or the California Secretary of State ICC pursuant to the Wildfire Financing Funding Law or the Financing Funding Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the any Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Note Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Note Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Note Issuer has taken or is taking with respect to of such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery PropertyIntangible Transition Property or the IFCs, the Recovery Bond Collateral or the Fixed Recovery Charges, the Note Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s 's rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) Grantee shall appoint a successor Servicer (the "Successor Servicer") with the Note Issuer's prior written consent thereto (which consent shall not be unreasonably withheld), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Grantee, the Note Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) 30 days after the delivery of the notice referred to above, a new Servicer the Note Issuer shall not have been appointedobtained such a new Servicer, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC ICC or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E the Grantee may make such arrangements for the compensation of such Successor Servicer successor as it and such successor shall agree, subject to the limitations set forth in Section 8.02 below and in the Servicing Agreement. (f) Upon any termination of the Servicer’s 's rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Note Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Grantee, the Note Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) Without derogating from the absolute nature of the assignment Granted to the Indenture Trustee under this Indenture or the rights of the Indenture Trustee hereunder, the Note Issuer agrees that it will not, without the prior written consent of the Indenture Trustee or the Holders of at least [a majority] in Outstanding Amount of the Notes of all Series, amend, modify, waive, supplement, terminate or surrender, or agree to any amendment, modification, supplement, termination, waiver or surrender of, the terms of any Note Collateral or the Basic Documents, or waive timely performance or observance by ComEd, the Grantee or the Servicer under the Grant Agreement, any Subsequent Grant Agreement, the Sale Agreement any Subsequent Sale Agreement or the Servicing Agreement, respectively; PROVIDED, that no such consent shall be required if (i) the Indenture Trustee shall have received an Officer's Certificate stating that such waiver, amendment, modification, supplement or termination shall not adversely affect in any material respect the interests of the Holders and (ii) the Rating Agency Condition shall have been satisfied with respect thereto. If any such amendment, modification, supplement or waiver shall be so consented to by the Indenture Trustee or such Holders, the Note Issuer agrees to execute and deliver, in its own name and at its own expense, such agreements, instruments, consents and other documents as shall be necessary or appropriate in the circumstances. The Note Issuer agrees that no such amendment, modification, supplement or waiver shall adversely affect the rights of the Holders of the Notes outstanding at the time of any such amendment, modification, supplement or waiver. (h) The Note Issuer shall, or shall cause the Depositor Administrator to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in such periodic reports and other reports reports, if any, as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Bonds (to be filed or furnished in a Form 8-K); and (xi) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Note Issuer shall make all filings required under the Wildfire Financing Funding Law relating to the transfer of the ownership or security interest in the Recovery Intangible Transition Property other than those required to be made by the Seller or the Servicer Grantee pursuant to the Basic Documents.

Appears in 1 contract

Samples: Indenture (Comed Funding LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Storm Recovery Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Storm Recovery Bond Collateral, including filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State APSC or the California Arkansas Secretary of State pursuant to the Wildfire Financing Law Securitization Act or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Storm Recovery Property, the Storm Recovery Bond Collateral or the Fixed Storm Recovery Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Storm Recovery Bonds) , appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC APSC or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E EAI may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, Act (to the extent permitted by and consistent with the Issuer’s and the Sponsor’s obligations under applicable law) and shall direct the Indenture Trustee to post on its website for investors the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Storm Recovery Bonds, in each case Bonds to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Storm Recovery Charges made to the Indenture Trustee during the six month period ending on the most recent Payment Date (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iiiii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or business on the most recent date available Payment Date (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iviii) a statement showing the balance of Outstanding Storm Recovery Bonds as of the end of business on the most recent Payment Date that reflects the actual periodic payments made on the Storm Recovery Bonds during versus the applicable period expected periodic payments (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (viv) the Semi-Annual Servicer’s Certificate as and the Monthly Servicer’s Certificate which are required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixv) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Bonds Agencies (to be filed or furnished in a Form 8-K); and (xivi) any reports and other information that material legislative or regulatory developments directly relevant to the Issuer is required Outstanding Storm Recovery Bonds (to file with the SEC under the Securities Exchange Act of 1934. (h) be filed or furnished in a Form 8-K). Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) . The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxxxxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx/Login.jsp. The Indenture Trustee shall promptly immediately notify the Issuer, Issuer and the Bondholders and the Rating Agencies of any change to the address of the website for investors. (jh) The Issuer shall make all filings required under the Wildfire Financing Law Securitization Act relating to the transfer of the ownership or security interest in the Storm Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 1 contract

Samples: Indenture (Entergy Arkansas Restoration Funding, LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Note Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Note Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s 's covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the any Issuance Certificate, any Series Supplement, the Sale Agreement, the Servicing Agreement, any Swap Agreement, any Intercreditor Agreement or such other instrument or agreement. (b) The Note Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s 's Certificate of the Note Issuer shall be deemed to be action taken by the Note Issuer. Initially, the Note Issuer has contracted with the Servicer to assist the Note Issuer in performing its duties under this Indenture. (c) The Note Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Note Collateral, including including, but not limited to, filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State PUCT or the California Texas Secretary of State pursuant to the Wildfire Financing Securitization Law or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Note Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Note Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Note Issuer has taken or is taking with respect to of such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Property, the Recovery Bond Collateral Transition Property or the Fixed Recovery Transition Charges, the Note Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s 's rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) shall appoint a successor Servicer (the "Successor Servicer"), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Note Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement and any Intercreditor Agreement. If within thirty (30) 30 days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC PUCT or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E CPL may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s 's rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Note Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Note Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) Without derogating from the absolute nature of the assignment Granted to the Indenture Trustee under this Indenture or the rights of the Indenture Trustee hereunder, the Note Issuer agrees that it will not, without the prior written consent of the Indenture Trustee or the Holders of at least a majority in Outstanding Amount of the Notes of all Series, amend, modify, waive, supplement, terminate or surrender, or agree to any amendment, modification, supplement, termination, waiver or surrender of, the terms of any Note Collateral or the Basic Documents, or waive timely performance or observance by the Seller or the Servicer under the Sale Agreement or the Servicing Agreement, respectively; provided, that no such consent shall be required if (i) the Indenture Trustee shall have received an Opinion of Counsel stating that such waiver, amendment, modification, supplement or termination shall not adversely affect in any material respect the interests of the Holders and (ii) the Rating Agency Condition shall have been satisfied with respect thereto. If any such amendment, modification, supplement or waiver shall be so consented to by the Indenture Trustee or such Holders, the Note Issuer agrees to execute and deliver, in its own name and at its own expense, such agreements, instruments, consents and other documents as shall be necessary or appropriate in the circumstances. The Note Issuer agrees that no such amendment, modification, supplement or waiver shall adversely affect in any material respect the rights of the Holders of the Notes outstanding at the time of any such amendment, modification, supplement or waiver without the consent of such Holders. It shall not be necessary for the Holders pursuant to this clause (g) to approve the particular form of any proposed amendment, modification, supplement, waiver or consent, but it shall be sufficient if such consent shall approve the substance thereof. Prior to its consent to any amendment, modification, supplement or waiver, the Indenture Trustee shall be entitled to receive and rely upon an Opinion of Counsel stating that such amendment, modification, supplement or waiver is permitted. The Indenture Trustee may, but shall not be obligated to, enter into any such amendment, modification, supplement or waiver which affects the Indenture Trustee's own rights, duties or immunities under the Basic Documents. (h) The Note Issuer shall (or shall cause the Depositor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent file with the Issuer’s and the Depositor’s obligations under applicable lawSEC such periodic reports, file with or furnish to the SEC in periodic reports and other reports if any, as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Bonds (to be filed or furnished in a Form 8-K); and (xi) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Note Issuer shall make all filings required under the Wildfire Financing Securitization Law relating to the transfer of the ownership or security interest in the Recovery Transition Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 1 contract

Samples: Indenture (CPL Transition Funding LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Transition Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Transition Bond Collateral, including filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State PUCT or the California Texas Secretary of State pursuant to the Wildfire Financing Securitization Law or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Transition Property, the Recovery Transition Bond Collateral or the Fixed Recovery Transition Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Transition Bonds) , appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC PUCT or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E ETI may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be or the website of any direct Sponsor’s or indirect parent company of the Issueran affiliate’s website) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, Act (without regard to the number of Holders of Transition Bonds to the extent permitted by and consistent with the Issuer’s and the Sponsor’s obligations under applicable law) the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Bonds, in each case Transition Bonds to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Transition Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iiiii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iviii) a statement showing the balance of Outstanding Recovery Transition Bonds that reflects the actual periodic payments made on the Recovery Transition Bonds during versus the applicable period expected periodic payments (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (viv) the Semi-Annual Servicer’s Certificate as and the Monthly Servicer’s Certificate which are required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viiiv) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filingfiling following the issuance of the Transition Bonds; (ixvi) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating AgenciesAgencies (to be filed or furnished in a Form 8-K); (xvii) material legislative or regulatory developments directly relevant to the Outstanding Recovery Transition Bonds (to be filed or furnished in a Form 8-K); and (xiviii) a quarterly statement either affirming that, to the Issuer’s or the Sponsor’s knowledge, as applicable, in all material respects, for each materially significant REP, if any reports (to be included in each Form 10-D and other information that the Issuer is required to file each Form 10-K) (A) each such REP has been billed in compliance with the SEC under requirements outlined in the Securities Exchange Act Financing Order, (B) each such REP has made payments in compliance with the requirements outlined in the Financing Order, and (C) each such REP satisfies the creditworthiness requirements of 1934the Financing Order, or if clauses (A), (B) and (C) has not occurred, such quarterly statements shall describe the Servicer’s actions. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Issuer shall make all filings required under the Wildfire Financing Securitization Law relating to the transfer of the ownership or security interest in the Recovery Transition Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 1 contract

Samples: Indenture (Entergy Texas Restoration Funding, LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Collateral, including filing or causing to be filed all filings with the CPUCNYPSC, the Delaware Secretary of State or the California Secretary New York Department of State State, Division of Corporations pursuant to the Wildfire Financing Law Act or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Property, the Recovery Bond Collateral or the Fixed Recovery Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, may petition the CPUC NYPSC or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E NYSEG may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Bonds (to be filed or furnished in a Form 8-K); and (xi) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxxxxxxx://xxxxx.xxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Issuer shall make all filings required under the Wildfire Financing Law Act relating to the transfer of the ownership or security interest in the Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 1 contract

Samples: Indenture (NYSEG Storm Funding LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Collateral Trust Estate and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement, the Intercreditor Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons selected with due care to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond CollateralTrust Estate, including filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State or the California Secretary of State Louisiana UCC Filing Officer pursuant to the Wildfire Financing Law Securitization Act or the Financing Order, all UCC financing statements and all continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, Agencies and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Property, the Recovery Bond Collateral Energy Transition Property or the Fixed Recovery Energy Transition Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, subject to the terms of the Intercreditor Agreement, at the written direction either (a) of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Energy Transition Bonds, or (b) of the Louisiana Commission, appoint a successor Servicer (the “Successor Servicer”) with the Issuer’s prior written consent thereto (which shall not be unreasonably withheld), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture TrusteeIssuer. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing AgreementAgreement and the Financing Order relating to a Successor Servicer. If If, within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture TrusteeTrustee may, at the expense of the Issuer’s expense, may petition the CPUC Louisiana Commission or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E Cleco Power may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 6.07 of the Servicing Agreement and in the Servicing AgreementFinancing Order. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating AgenciesAgencies of such termination. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Cleco Power to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the DepositorCleco Power’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Energy Transition Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount Subaccount of the Collection Account as of the end of each quarter or the most recent date available all Payment Dates (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or filed) and as of the end of each year (to be included on the next Form 10-K filed, or successor forms thereto); (vii) the Semi-Annual Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (viiii) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viiiiv) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixv) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xvi) material legislative enactment or regulatory developments order or rule directly relevant to the Outstanding Recovery Energy Transition Bonds (to be filed or furnished in a Form 8-K); and (xivii) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Act, including but not limited to periodic and current reports related to the Energy Transition Bonds consistent with the disclosure and reporting regime established in Regulation AB. Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. Any such reports or information delivered to the Indenture Trustee for purposes of this Section 3.07(g) is for informational purposes only, and the Indenture Trustee’s receipt of such reports or information shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants hereunder (as to which the Indenture Trustee is entitled to conclusively rely on an Officer’s Certificate). (ih) The Issuer shall direct the Indenture Trustee to post on the Indenture Trustee’s website for investors (based solely on information set forth in the Semi-Annual Servicer’s Certificate) with respect to the Outstanding Energy Transition Bonds, to the extent such information is set forth in the Semi-Annual Servicer’s Certificate, a statement showing the balance of Outstanding Energy Transition Bonds that reflects the actual payments made on the Energy Transition Bonds during the applicable period. The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly immediately notify the Issuer, the Bondholders Holders and the Rating Agencies of any change to the address of the website for investors. (ji) The Issuer shall make all filings required under the Wildfire Financing Law Order relating to the transfer of the ownership or security interest in the Recovery Energy Transition Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 1 contract

Samples: Indenture (Cleco Power LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer Note Issuer (i) shall will diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Collateral and (ii) shall will not take any action and shall will use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s 's covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement or such other instrument or agreement. (b) The Note Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Note Trustee herein or in an Officer’s 's Certificate of the Note Issuer shall be deemed to be action taken by the Note Issuer. Initially, the Note Issuer has contracted with the Servicer to assist the Note Issuer in performing its duties under this Indenture. (c) The Note Issuer shall will punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Collateral, including filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State or the California Secretary of State CPUC pursuant to the Wildfire Financing Law or the Financing OrderPU Code, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. Except as otherwise expressly permitted therein, the Note Issuer shall not waive, amend, modify, supplement or terminate any Basic Document or any provision thereof without the written consent of the Note Trustee (which consent shall not be withheld if (i) the Note Trustee shall have received an Officer's Certificate stating that such waiver, amendment, modification, supplement or termination shall not adversely affect in any material respect the interests of the Noteholders or the holders of Certificates and (ii) the Rating Agency Condition shall have been satisfied with respect thereto) or the Holders of at least a majority of the Outstanding Amount of Notes of all Series. (d) If the Note Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Note Issuer shall promptly give written notice thereof to the Indenture Trustee Note Trustee, the Infrastructure Bank and the Rating Agencies, and shall specify in such notice the response or action, if any, the Note Issuer has taken or is taking with respect to of such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Property, the Recovery Bond Collateral Transition Property or the Fixed Recovery FTA Charges, the Note Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s 's rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) Note Issuer shall appoint a successor Servicer (the "Successor Servicer") with the Note Trustee's prior written consent thereto (which consent shall not be unreasonably withheld), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Note Issuer and the Indenture Note Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) 30 days after the delivery of the notice referred to above, a new Servicer the Note Issuer shall not have been appointedobtained such a new Servicer, the Indenture Trustee, at the Issuer’s expense, Note Trustee may petition the CPUC or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E the Note Issuer may make such arrangements for the compensation of such Successor Servicer successor as it and such successor shall agree, subject to the limitations set forth in Section 8.02 below and in the Servicing Agreement, and in accordance with Section 5.02 of the Servicing Agreement, the Note Issuer shall enter into an agreement with such successor for the servicing of the Transition Property (such agreement to be in form and substance satisfactory to the Note Trustee). (f) Upon any termination of the Servicer’s 's rights and powers pursuant to the Servicing Agreement, the Indenture Note Trustee shall promptly notify the Note Issuer, the Holders Noteholders, the Infrastructure Bank and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee Note Issuer shall notify the IssuerNote Trustee, the Holders Noteholders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) Without derogating from the absolute nature of the assignment granted to the Note Trustee under this Indenture or the rights of the Note Trustee hereunder, the Note Issuer agrees that it will not, without the prior written consent of the Note Trustee or the Holders of at least a majority in Outstanding Amount of the Notes of all Series, amend, modify, waive, supplement, terminate or surrender, or agree to any amendment, modification, supplement, termination, waiver or surrender of, the terms of any Collateral or the Basic Documents, or waive timely performance or observance by the Seller or the Servicer under the Sale Agreement or the Servicing Agreement, respectively. If any such amendment, modification, supplement or waiver shall be so consented to by the Note Trustee or such Holders, the Note Issuer agrees to execute and deliver, in its own name and at its own expense, such agreements, instruments, consents and other documents as shall be necessary or appropriate in the circumstances. The Note Issuer agrees that no such amendment, modification, supplement or waiver shall adversely affect the rights of the Holders of the Notes outstanding at the time of any such amendment, modification, supplement or waiver. (h) The Note Issuer shall (or shall cause the Depositor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent file with the Issuer’s and the Depositor’s obligations under applicable lawSEC such periodic reports, file with or furnish to the SEC in periodic reports and other reports if any, as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Bonds (to be filed or furnished in a Form 8-K); and (xi) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Note Issuer shall make all filings required under the Wildfire Financing Law Statute relating to the transfer of the ownership or security interest in the Recovery Transition Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 1 contract

Samples: Indenture (Sce Funding LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Note Issuer (i) shall will diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Note Collateral and (ii) shall will not take any action and shall will use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s 's covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the any Trust Issuance Certificate, any Series Supplement, the Sale Agreement, any Subsequent Sale Agreement related to the applicable Note Collateral, the Servicing Agreement, the Administration Agreement or such other instrument or agreement. (b) The Note Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s 's Certificate of the Note Issuer shall be deemed to be action taken by the Note Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Note Issuer shall will punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Note Collateral, including including, but not limited to, filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State or the California Secretary of State ICC pursuant to the Wildfire Financing Funding Law or the Financing Funding Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series SupplementSale Agreement, the any Subsequent Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Note Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Note Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Note Issuer has taken or is taking with respect to of such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery PropertyIntangible Transition Property or the IFCs, the Recovery Bond Collateral or the Fixed Recovery Charges, the Note Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s 's rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) Note Issuer shall appoint a successor Servicer (the "Successor Servicer") with the Grantee's prior written consent thereto (which consent shall not be unreasonably withheld), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Grantee, the Note Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) 30 days after the delivery of the notice referred to above, a new Servicer the Note Issuer shall not have been appointedobtained such a Successor Servicer, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC ICC or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E the Note Issuer may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 below and in the Servicing Agreement. (f) Upon any termination of the Servicer’s 's rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Note Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee Note Issuer shall notify the Grantee, the Note Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) Without derogating from the absolute nature of the assignment Granted to the Indenture Trustee under this Indenture or the rights of the Indenture Trustee hereunder, the Note Issuer agrees that it will not, without the prior written consent of the Indenture Trustee or the Holders of at least a majority in Outstanding Amount of the Notes of all Series, amend, modify, waive, supplement, terminate or surrender, or agree to any amendment, modification, supplement, termination, waiver or surrender of, the terms of any Note Collateral or the Basic Documents, or waive timely performance or observance by Illinois Power, the Grantee or the Servicer under the Grant Agreement, any Subsequent Grant Agreement, the Sale Agreement any Subsequent Sale Agreement or the Servicing Agreement, respectively; PROVIDED, that no such consent shall be required if (i) the Indenture Trustee shall have received an Officer's Certificate stating that such waiver, amendment, modification, supplement or termination shall not adversely affect in any material respect the interests of the Holders and (ii) the Rating Agency Condition shall have been satisfied with respect thereto. If any such amendment, modification, supplement or waiver shall be so consented to by the Indenture Trustee or such Holders, the Note Issuer agrees to execute and deliver, in its own name and at its own expense, such agreements, instruments, consents and other documents as shall be necessary or appropriate in the circumstances. The Note Issuer agrees that no such amendment, modification, supplement or waiver shall adversely affect the rights of the Holders of the Notes outstanding at the time of any such amendment, modification, supplement or waiver. (h) The Note Issuer shall (or shall cause the Depositor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent file with the Issuer’s and the Depositor’s obligations under applicable lawSEC such periodic reports, file with or furnish to the SEC in periodic reports and other reports if any, as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Bonds (to be filed or furnished in a Form 8-K); and (xi) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Note Issuer shall make all filings required under the Wildfire Financing Funding Law relating to the transfer of the ownership or security interest in the Recovery Intangible Transition Property other than those required to be made by the Seller or the Servicer Grantee pursuant to the Basic Documents.

Appears in 1 contract

Samples: Indenture (Illinois Power Securitization Limited Liability Co)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Transition Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s 's covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the any Series Supplement, the Sale Agreement, the Servicing Agreement or such other instrument or agreement. (b) . The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s 's Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) . The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the related Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Transition Bond Collateral, including filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State PUCT or the California Texas Secretary of State pursuant to the Wildfire Financing Securitization Law or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the related Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) . If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to of such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Transition Property, the Recovery Transition Bond Collateral or the Fixed Recovery Transition Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) . As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s 's rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) Transition Bonds of all Series, appoint a successor Servicer (the "Successor Servicer"), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC PUCT or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E EGSI may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) . Upon any termination of the Servicer’s 's rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) . The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be or the website of any direct Sponsor's or indirect parent company of the Issueran affiliate's website) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, Act (without regard to the number of Holders of Transition Bonds to the extent permitted by and consistent with the Issuer's and the Sponsor's obligations under applicable law) the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the each Series of Outstanding Recovery Bonds, in each case Transition Bonds to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the : statements of any remittances of Fixed Recovery Transition Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) ; a statement reporting the balances in the each Collection Account and in each subaccount of the each Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) ; a statement showing the balance of Outstanding Recovery Transition Bonds that reflects the actual periodic payments made on each Series of the Recovery Transition Bonds during versus the applicable period expected periodic payments (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) ; the Servicer’s 's Certificate as and the Monthly Servicer's Certificate which are required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) ; the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) filing following the issuance of the Series of Transition Bonds; any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; Agencies (x) to be filed or furnished in a Form 8-K); material legislative or regulatory developments directly relevant to the Outstanding Recovery Transition Bonds (to be filed or furnished in a Form 8-K); and and a quarterly statement either affirming that, to the Issuer's or the Sponsor's knowledge, as applicable, in all material respects, for each materially significant REP, if any (xito be included in each Form 10-D and each Form 10-K) any reports and other information that the Issuer is required to file (A) each such REP has been billed in compliance with the SEC under requirements outlined in the Securities Exchange Act of 1934. Applicable Financing Order, (hB) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer each such REP has made payments in compliance with the SEC to requirements outlined in the extent permitted by applicable law. Applicable Financing Order, and (iC) The address each such REP satisfies the creditworthiness requirements of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxxApplicable Financing Order, or if clauses (A), (B) and (C) has not occurred, such quarterly statements shall describe the Servicer's actions. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Issuer shall make all filings required under the Wildfire Financing Securitization Law relating to the transfer of the ownership or security interest in the Recovery Transition Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 1 contract

Samples: Indenture (Entergy Gulf States Reconstruction Funding I, LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement, the Intercreditor Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons selected with due care to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Collateral, including filing or causing to be filed all filings with the CPUCCommission, the Delaware Secretary of State of the State of Delaware or the California Secretary of State of the State of North Carolina pursuant to the Wildfire Financing Storm Recovery Law or the Financing Order, all UCC financing statements and all continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing AgreementAgreement for such Series, the Issuer shall promptly give written notice thereof to the Indenture Trustee Trustee, the Commission and the Rating Agencies, Agencies and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Storm Recovery Property, the Storm Recovery Bond Collateral or the Fixed Storm Recovery Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the applicable Servicing Agreement, the Indenture Trustee shall, at the written direction either (a) of the Holders evidencing not less than a majority of the Outstanding Amount of the Storm Recovery BondsBonds of such Series, or (b) of the Commission, appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture TrusteeIssuer. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the applicable Servicing Agreement and the applicable Intercreditor Agreement. If If, within thirty (30) 30 days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC Commission or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E Duke Energy Carolinas may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the DepositorSponsor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Storm Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iiiii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available all Payment Dates (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or filed) and as of the end of each year (to be included on the next Form 10-K filed, or successor forms thereto); (viii) the Semi-Annual Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (viiv) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viiiv) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixvi) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xvii) material legislative or regulatory developments directly relevant to the Outstanding Storm Recovery Bonds (to be filed or furnished in a Form 8-K); and (xiviii) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Act, including but not limited to periodic and current reports related to the Storm Recovery Bonds consistent with the disclosure and reporting regime established in Regulation AB. Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. Any such reports or information delivered to the Indenture Trustee for purposes of this Section 3.07(g) is for informational purposes only, and the Indenture Trustee’s receipt of such reports or information shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants hereunder (as to which the Indenture Trustee is entitled to conclusively rely on an Officer’s Certificate). (ih) The Issuer shall direct the Indenture Trustee to post on the Indenture Trustee’s website for investors (based solely on information set forth in the Annual Servicer’s Certificate) with respect to the Outstanding Storm Recovery Bonds, to the extent such information is set forth in the Annual Servicer’s Certificate, a statement showing the balance of Outstanding Storm Recovery Bonds that reflects the actual payments made on the Storm Recovery Bonds during the applicable period. The address of the Indenture Trustee’s website for investors is currently [xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx]. The Indenture Trustee shall promptly immediately notify the Issuer, the Bondholders Holders and the Rating Agencies of any change to the address of the website for investors. (ji) The Issuer shall make all filings required under the Wildfire Financing Storm Recovery Law relating to the transfer of the ownership or security interest in the Storm Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 1 contract

Samples: Indenture (Duke Energy Carolinas NC Storm Funding LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Transition Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the any Series Supplement, the Sale Agreement, the Servicing Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the related Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Transition Bond Collateral, including filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State PUCT or the California Texas Secretary of State pursuant to the Wildfire Financing Securitization Law or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the related Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to of such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Transition Property, the Recovery Transition Bond Collateral or the Fixed Recovery Transition Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee may and shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) Transition Bonds of all Series and subject to the terms of the Intercreditor Agreement, appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC PUCT or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E TCC may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, Act (without regard to the number of Holders of Transition Bonds to the extent permitted by and consistent with the Issuer’s and the Sponsor’s obligations under applicable law) the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the each Series of Outstanding Recovery Bonds, in each case Transition Bonds to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Transition Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iiiii) a statement reporting the balances in the each Collection Account and in each subaccount of the each Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iviii) a statement showing the balance of Outstanding Recovery Transition Bonds that reflects the actual periodic payments made on each Series of the Recovery Transition Bonds during versus the applicable period expected periodic payments (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (viv) the Servicer’s Certificate as and the Monthly Servicer’s Certificate which are required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viiiv) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filingfiling following the issuance of the Series of Transition Bonds; (ixvi) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating AgenciesAgencies (to be filed or furnished in a Form 8-K); (xvii) material legislative or regulatory developments directly relevant to the Outstanding Recovery Transition Bonds (to be filed or furnished in a Form 8-K); and (xiviii) any reports a quarterly statement either affirming that, to the Issuer’s or the Sponsor’s knowledge, as applicable, in all material respects, for each materially significant REP (to be included in each Form 10-D and other information that the Issuer is required to file each Form 10-K) (A) each such REP has been billed in compliance with the SEC under requirements outlined in the Securities Exchange Act Applicable Financing Order, (B) each such REP has made payments in compliance with the requirements outlined in the Applicable Financing Order, and (C) each such REP satisfies the creditworthiness requirements of 1934the Applicable Financing Order, or if clauses (A), (B) and (C) has not occurred, such quarterly statements shall describe the Servicer’s actions. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Issuer shall make all filings required under the Wildfire Financing Securitization Law relating to the transfer of the ownership or security interest in the Recovery Transition Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 1 contract

Samples: Indenture (Aep Texas Central Co)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Transition Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the any Series Supplement, the Sale Agreement, the Servicing Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the related Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Transition Bond Collateral, including filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State PUCT or the California Texas Secretary of State pursuant to the Wildfire Financing Securitization Law or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the related Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to of such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Transition Property, the Recovery Transition Bond Collateral or the Fixed Recovery Transition Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee may and shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Recovery Bonds) Transition Bonds of all Series and subject to the terms of the Intercreditor Agreement, appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, may petition the CPUC or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or the most recent date available (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (v) the Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ix) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Bonds (to be filed or furnished in a Form 8-K); and (xi) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act of 1934. (h) Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (j) The Issuer shall make all filings required under the Wildfire Financing Law relating to the transfer of the ownership or security interest in the Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.Servicing

Appears in 1 contract

Samples: Indenture (Aep Texas Central Co)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Storm Recovery Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the Series Supplement, the Sale Agreement, the Servicing Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the Series Supplement, the other Basic Documents and in the instruments and agreements included in the Storm Recovery Bond Collateral, including filing or causing to be filed all filings with the CPUC, the Delaware Secretary of State APSC or the California Arkansas Secretary of State pursuant to the Wildfire Financing Law Securitization Act or the Financing Order, all UCC financing statements and continuation statements required to be filed by it by the terms of this Indenture, the Series Supplement, the Sale Agreement and the Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing Agreement, the Issuer shall promptly give written notice thereof to the Indenture Trustee and the Rating Agencies, and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Defaultdefault. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Storm Recovery Property, the Storm Recovery Bond Collateral or the Fixed Storm Recovery Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the Servicing Agreement, the Indenture Trustee shall, at the written direction of the Holders evidencing not less than a majority of the Outstanding Amount of the Storm Recovery Bonds) , appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture Trustee. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the Servicing Agreement. If within thirty (30) days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC APSC or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E EAI may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing Agreement, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the Depositor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, Act (to the extent permitted by and consistent with the Issuer’s and the Sponsor’s obligations under applicable law) the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to the Outstanding Storm Recovery Bonds, in each case Bonds to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Storm Recovery Charges made to the Indenture Trustee during the six month period ending on the most recent Payment Date (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iiiii) a statement reporting the balances in the Collection Account and in each subaccount of the Collection Account as of the end of each quarter or business on the most recent date available Payment Date (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iviii) a statement showing the balance of Outstanding Storm Recovery Bonds as of the end of business on the most recent Payment Date that reflects the actual periodic payments made on the Storm Recovery Bonds during versus the applicable period expected periodic payments (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (viv) the Semi-Annual Servicer’s Certificate as and the Monthly Servicer’s Certificate which are required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (vi) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viii) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixv) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (x) material legislative or regulatory developments directly relevant to the Outstanding Recovery Bonds Agencies (to be filed or furnished in a Form 8-K); and (xivi) any reports and other information that material legislative or regulatory developments directly relevant to the Issuer is required Outstanding Storm Recovery Bonds (to file with the SEC under the Securities Exchange Act of 1934. (h) be filed or furnished in a Form 8-K). Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. (i) The address of the Indenture Trustee’s website for investors is currently xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx. The Indenture Trustee shall promptly notify the Issuer, the Bondholders and the Rating Agencies of any change to the address of the website for investors. (jh) The Issuer shall make all filings required under the Wildfire Financing Law Securitization Act relating to the transfer of the ownership or security interest in the Storm Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 1 contract

Samples: Indenture (Entergy Arkansas Restoration Funding, LLC)

Performance of Obligations; Servicing; SEC Filings. (a) The Issuer (i) shall diligently pursue any and all actions to enforce its rights under each instrument or agreement included in the Recovery Bond Collateral and (ii) shall not take any action and shall use its best efforts not to permit any action to be taken by others that would release any Person from any of such Person’s covenants or obligations under any such instrument or agreement or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness of, any such instrument or agreement, except, in each case, as expressly provided in this Indenture, the applicable Series Supplement, the applicable Sale Agreement, the applicable Servicing Agreement, the applicable Intercreditor Agreement or such other instrument or agreement. (b) The Issuer may contract with other Persons selected with due care to assist it in performing its duties under this Indenture, and any performance of such duties by a Person identified to the Indenture Trustee herein or in an Officer’s Certificate shall be deemed to be action taken by the Issuer. Initially, the Issuer has contracted with the Servicer to assist the Issuer in performing its duties under this Indenture. (c) The Issuer shall punctually perform and observe all of its obligations and agreements contained in this Indenture, the applicable Series Supplement, the other Basic Documents and in the instruments and agreements included in the Recovery Bond Collateral, including filing or causing to be filed all filings with the CPUCCommission, the Delaware Secretary of State of the State of Delaware or the California Secretary of State Florida Secured Transaction Registry pursuant to the Wildfire Financing Nuclear Asset-Recovery Law or the applicable Financing Order, all UCC financing statements and all continuation statements required to be filed by it by the terms of this Indenture, the applicable Series Supplement, the applicable Sale Agreement and the applicable Servicing Agreement in accordance with and within the time periods provided for herein and therein. (d) If the Issuer shall have knowledge of the occurrence of a Servicer Default under the Servicing AgreementAgreement for such Series, the Issuer shall promptly give written notice thereof to the Indenture Trustee Trustee, the Commission and the Rating Agencies, Agencies and shall specify in such notice the response or action, if any, the Issuer has taken or is taking with respect to such Servicer Default. If a Servicer Default shall arise from the failure of the Servicer to perform any of its duties or obligations under the Servicing Agreement with respect to the Recovery Series Property, the Recovery Bond Series Collateral or the Fixed Recovery Series Charges, the Issuer shall take all reasonable steps available to it to remedy such failure. (e) As promptly as possible after the giving of notice of termination to the Servicer and the Rating Agencies of the Servicer’s rights and powers pursuant to Section 7.01 of the applicable Servicing Agreement, the Indenture Trustee may and shall, at the written direction either (a) of the Holders evidencing not less than a majority of the Outstanding Amount of the Nuclear Asset-Recovery BondsBonds of such Series, or (b) of the Commission, appoint a successor Servicer (the “Successor Servicer”), and such Successor Servicer shall accept its appointment by a written assumption in a form acceptable to the Issuer and the Indenture TrusteeIssuer. A Person shall qualify as a Successor Servicer only if such Person satisfies the requirements of the applicable Servicing Agreement and the applicable Intercreditor Agreement. If If, within thirty (30) 30 days after the delivery of the notice referred to above, a new Servicer shall not have been appointed, the Indenture Trustee, at the Issuer’s expense, Trustee may petition the CPUC Commission or a court of competent jurisdiction to appoint a Successor Servicer. In connection with any such appointment, PG&E Duke Energy Florida may make such arrangements for the compensation of such Successor Servicer as it and such successor shall agree, subject to the limitations set forth in Section 8.02 and in the Servicing Agreement. (f) Upon any termination of the Servicer’s rights and powers pursuant to the Servicing AgreementAgreement for such Series, the Indenture Trustee shall promptly notify the Issuer, the Holders and the Rating Agencies. As soon as a Successor Servicer is appointed, the Indenture Trustee shall notify the Issuer, the Holders and the Rating Agencies of such appointment, specifying in such notice the name and address of such Successor Servicer. (g) The Issuer shall (or shall cause the Depositor Sponsor to) post on its website (which for this purpose may be the website of any direct or indirect parent company of the Issuer) and, to the extent consistent with the Issuer’s and the DepositorSponsor’s obligations under applicable law, file with or furnish to the SEC in periodic reports and other reports as are required from time to time under Section 13 or Section 15(d) of the Exchange Act, the following information (other than any such information filed with the SEC and publicly available to investors unless the Issuer specifically requests such items to be posted) with respect to each Series of the Outstanding Nuclear Asset-Recovery Bonds, in each case to the extent such information is reasonably available to the Issuer: (i) the final Prospectus; (ii) the statements of any remittances of Fixed Recovery Charges made to the Indenture Trustee (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iiiii) a statement reporting the balances in the Collection Account for such Series and in each subaccount of the Collection Account for such Series as of all Payment Dates (to be included on the next Form 10-D filed) and as of the end of each quarter or the most recent date available year (to be included in a Form 10-D or Form 10-K, or successor forms thereto); (iv) a statement showing the balance of Outstanding Recovery Bonds that reflects the actual periodic payments made on the Recovery Bonds during the applicable period (to be included in the next Form 10-D or Form 10-K filed, or successor forms thereto); (viii) the Semi-Annual Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement (to be filed with a Form 10-D, Form 10-K or Form 8-K, or successor forms thereto); (viiv) the Monthly Servicer’s Certificate as required to be submitted pursuant to the Servicing Agreement; (vii) the Reconciliation Certificate as required to be submitted pursuant to the Servicing Agreement; (viiiv) the text (or a link to the website where a reader can find the text) of each filing of a True-Up Adjustment and the results of each such filing; (ixvi) any change in the long-term or short-term credit ratings of the Servicer assigned by the Rating Agencies; (xvii) material legislative or regulatory developments directly relevant to the Outstanding Nuclear Asset-Recovery Bonds (to be filed or furnished in a Form 8-K); and (xiviii) any reports and other information that the Issuer is required to file with the SEC under the Securities Exchange Act Act, including but not limited to periodic and current reports related to a Series of 1934. (h) Nuclear Asset-Recovery Bonds consistent with the disclosure and reporting regime established in Regulation AB. Notwithstanding the foregoing, nothing herein shall preclude the Issuer from voluntarily suspending or terminating its filing obligations as Issuer with the SEC to the extent permitted by applicable law. Any such reports or information delivered to the Indenture Trustee for purposes of this Section 3.07(g) is for informational purposes only, and the Indenture Trustee’s receipt of such reports or information shall not constitute constructive notice of any information contained therein or determinable from information contained therein, including the Issuer’s compliance with any of its covenants hereunder (as to which the Indenture Trustee is entitled to conclusively rely on an Officer’s Certificate). (ih) The Issuer shall direct the Indenture Trustee to post on the Indenture Trustee’s website for investors (based solely on information set forth in the Semi-Annual Servicer’s Certificate) with respect to each Series of the Outstanding Nuclear Asset-Recovery Bonds, to the extent such information is set forth in the Semi-Annual Servicer’s Certificate, a statement showing the balance of each Series of Outstanding Nuclear Asset-Recovery Bonds that reflects the actual payments made on the Nuclear Asset-Recovery Bonds during the applicable period. The address of the Indenture Trustee’s website for investors is currently [xxxxx://xxxxxxxxxxxxxxxxxxxx.xxxxxxxxx.xxx]. The Indenture Trustee shall promptly immediately notify the Issuer, the Bondholders Holders and the Rating Agencies of any change to the address of the website for investors. (ji) The Issuer shall make all filings required under the Wildfire Financing Nuclear Asset-Recovery Law relating to the transfer of the ownership or security interest in the Nuclear Asset-Recovery Property other than those required to be made by the Seller or the Servicer pursuant to the Basic Documents.

Appears in 1 contract

Samples: Indenture (Duke Energy Florida, Llc.)

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