Common use of Prior Notice to the Excess Distribution Certificateholder With Respect to Certain Matters Clause in Contracts

Prior Notice to the Excess Distribution Certificateholder With Respect to Certain Matters. With respect to the following matters, the Eligible Lender Trustee shall not take action unless at least 30 days before the taking of such action, the Eligible Lender Trustee shall have notified the Excess Distribution Certificateholder and each of the Rating Agencies then rating the Notes in writing of the proposed action and the Excess Distribution Certificateholder shall not have notified the Eligible Lender Trustee in writing prior to the 30th calendar day after such notice is given that it has withheld consent or provided alternative direction: (a) the initiation of any material claim or lawsuit by the Trust (except claims or lawsuits brought in connection with the collection of the Trust Student Loans) and the compromise of any material action, claim or lawsuit brought by or against the Trust (except with respect to the aforementioned claims or lawsuits for collection of Trust Student Loans); (b) the amendment of the Indenture by a supplemental indenture in circumstances where the consent of the Noteholders is required; or (c) the amendment of the Indenture by a supplemental indenture in circumstances where the consent of the Noteholders is not required and such amendment materially adversely affects the interests of the Excess Distribution Certificateholder.

Appears in 28 contracts

Samples: Trust Agreement (Navient Student Loan Trust 2014-8), Trust Agreement (Navient Student Loan Trust 2014-6), Trust Agreement (Navient Student Loan Trust 2014-7)

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Prior Notice to the Excess Distribution Certificateholder With Respect to Certain Matters. With respect to the following matters, the Eligible Lender Trustee shall not take action unless at least 30 days before the taking of such action, the Eligible Lender Trustee shall have notified the Excess Distribution Certificateholder and each of the Rating Agencies then rating the Notes in writing of the proposed action and the Excess Distribution Certificateholder shall not have notified the Eligible Lender Trustee in writing prior to the 30th calendar day after such notice is given that it has withheld consent or provided alternative direction: (a) the initiation of any material claim or lawsuit by the Trust (except claims or lawsuits brought in connection with the collection of the Trust Student Loans) and the compromise of any material action, claim or lawsuit brought by or against the Trust (except with respect to the aforementioned claims or lawsuits for collection of Trust Student Loans); (b) the amendment of the Indenture by a supplemental indenture in circumstances where the consent of the any class of Noteholders is required; or (c) the amendment of the Indenture by a supplemental indenture in circumstances where the consent of the any class of Noteholders is not required and such amendment materially adversely affects the interests of the Excess Distribution Certificateholder.

Appears in 12 contracts

Samples: Trust Agreement (SLM Student Loan Trust 2008-8), Trust Agreement (SLM Student Loan Trust 2008-4), Trust Agreement (SLM Student Loan Trust 2008-9)

Prior Notice to the Excess Distribution Certificateholder With Respect to Certain Matters. With respect to the following matters, the Eligible Lender Trustee shall not take action unless at least 30 days before the taking of such action, the Eligible Lender Trustee shall have notified the Excess Distribution Certificateholder and each of the Rating Agencies then rating the Notes in writing of the proposed action and the Excess Distribution Certificateholder shall not have notified the Eligible Lender Trustee in writing prior to the 30th calendar day after such notice is given that it has withheld consent or provided alternative direction: (a) the initiation of any material claim or lawsuit by the Trust (except claims or lawsuits brought in connection with the collection of the Trust Student Loans) and the compromise of any material action, claim or lawsuit brought by or against the Trust (except with respect to the aforementioned claims or lawsuits for collection of Trust Student Loans); (b) the amendment of the Indenture by a supplemental indenture in circumstances where the consent of the any class of Noteholders is required; or (c) the amendment of the Indenture by a supplemental indenture in circumstances where the consent of the Noteholders any class of Noteholder is not required and such amendment materially adversely affects the interests of the Excess Distribution Certificateholder.;

Appears in 11 contracts

Samples: Trust Agreement (SLM Student Loan Trust 2006-2), Interim Trust Agreement (SLM Student Loan Trust 2006-3), Trust Agreement (SLM Student Loan Trust 2006-5)

Prior Notice to the Excess Distribution Certificateholder With Respect to Certain Matters. With respect to the following matters, the Eligible Lender Trustee shall not take action unless at least 30 days before the taking of such action, the Eligible Lender Trustee shall have notified the Excess Distribution Certificateholder and each of the Rating Agencies then rating the Notes in writing of the proposed action and the Excess Distribution Certificateholder shall not have notified the Eligible Lender Trustee in writing prior to the 30th calendar day after such notice is given that it has withheld consent or provided alternative direction: (a) the initiation of any material claim or lawsuit by the Trust (except claims or lawsuits brought in connection with the collection of the Trust Student Loans) and the compromise of any material action, claim or lawsuit brought by or against the Trust (except with respect to the aforementioned claims or lawsuits for collection of Trust Student Loans); (b) the amendment of the Indenture by a supplemental indenture in circumstances where the consent of the any class of Noteholders is required; or (c) the amendment of the Indenture by a supplemental indenture in circumstances where the consent of the any class of Noteholders is not required and such amendment materially adversely affects the interests of the Excess Distribution Certificateholder.;

Appears in 9 contracts

Samples: Trust Agreement (SLM Student Loan Trust 2007-3), Trust Agreement (SLM Student Loan Trust 2006-8), Trust Agreement (SLM Student Loan Trust 2006-7)

Prior Notice to the Excess Distribution Certificateholder With Respect to Certain Matters. With respect to the following matters, the Eligible Lender Trustee shall not take action unless at least 30 days before the taking of such action, the Eligible Lender Trustee shall have notified the Excess Distribution Certificateholder and each of the Rating Agencies then rating the Notes in writing of the proposed action and the Excess Distribution Certificateholder shall not have notified the Eligible Lender Trustee in writing prior to the 30th calendar day after such notice is given that it has withheld consent or provided alternative direction: (a) the initiation of any material claim or lawsuit by the Trust (except claims or lawsuits brought in connection with the collection of the Trust Student Loans) and the compromise of any material action, claim or lawsuit brought by or against the Trust (except with respect to the aforementioned claims or lawsuits for collection of Trust Student Loans); (b) the amendment of the Indenture by a supplemental indenture in circumstances where the consent of the any class of Noteholders is required; or (c) the amendment of the Indenture by a supplemental indenture in circumstances where the consent of the Noteholders any class of Noteholder is not required and such amendment materially adversely affects the interests of the Excess Distribution Certificateholder. (d) the amendment of any Swap Agreement in circumstances where the consent of any class of Noteholders is required or in circumstances where the consent of Noteholders is not required but where such amendment materially adversely affects the interests of the Excess Distribution Certificateholder.

Appears in 5 contracts

Samples: Trust Agreement (SLM Student Loan Trust 2005-7), Trust Agreement (SLM Student Loan Trust 2005-8), Trust Agreement (SLM Student Loan Trust 2005-6)

Prior Notice to the Excess Distribution Certificateholder With Respect to Certain Matters. With respect to the following matters, the Eligible Lender Trustee shall not take action unless at least 30 days before the taking of such action, the Eligible Lender Trustee shall have notified the Excess Distribution Certificateholder and each of the Rating Agencies then rating the Notes in writing of the proposed action and the Excess Distribution Certificateholder shall not have notified the Eligible Lender Trustee in writing prior to the 30th calendar day after such notice is given that it has withheld consent or provided alternative direction: (a) the initiation of any material claim or lawsuit by the Trust (except claims or lawsuits brought in connection with the collection of the Trust Student Loans) and the compromise of any material action, claim or lawsuit brought by or against the Trust (except with respect to the aforementioned claims or lawsuits for collection of Trust Student Loans); (b) the amendment of the Indenture by a supplemental indenture in circumstances where the consent of the any class of Noteholders is required; or; (c) the amendment of the Indenture by a supplemental indenture in circumstances where the consent of the Noteholders any class of Noteholder is not required and such amendment materially adversely affects the interests of the Excess Distribution Certificateholder; or (d) the amendment of the Interest Rate Cap Agreement in circumstances where the consent of any class of Noteholders is required or in circumstances where the consent of Noteholders is not required but where such amendment materially adversely affects the interests of the Excess Distribution Certificateholder.

Appears in 4 contracts

Samples: Trust Agreement (SLM Funding LLC), Trust Agreement (SLM Funding LLC), Trust Agreement (SLM Student Loan Trust 2005-3)

Prior Notice to the Excess Distribution Certificateholder With Respect to Certain Matters. With respect to the following matters, the Eligible Lender Owner Trustee shall not take action unless at least 30 days before the taking of such action, the Eligible Lender Owner Trustee shall have notified the Excess Distribution Certificateholder and each of the Rating Agencies then rating the Notes in writing of the proposed action and the Excess Distribution Certificateholder shall not have notified the Eligible Lender Owner Trustee in writing prior to the 30th calendar day after such notice is given that it has withheld consent or provided alternative direction: (a) the initiation of any material claim or lawsuit by the Trust (except claims or lawsuits brought in connection with the collection of the Trust Student Loans) and the compromise of any material action, claim or lawsuit brought by or against the Trust (except with respect to the aforementioned claims or lawsuits for collection of Trust Student Loans); (b) the amendment of the Indenture by a supplemental indenture in circumstances where the consent of the Noteholders is required; or (c) the amendment of the Indenture by a supplemental indenture in circumstances where the consent of the Noteholders is not required and such amendment materially adversely affects the interests of the Excess Distribution Certificateholder.

Appears in 3 contracts

Samples: Trust Agreement (Navient Student Loan Trust 2015-3), Trust Agreement (Navient Student Loan Trust 2015-2), Trust Agreement (Navient Student Loan Trust 2015-1)

Prior Notice to the Excess Distribution Certificateholder With Respect to Certain Matters. With respect to the following matters, the Eligible Lender Trustee shall not take action unless at least 30 days before the taking of such action, the Eligible Lender Trustee shall have notified the Excess Distribution Certificateholder and each of the Rating Agencies then rating the Notes in writing of the proposed action and the Excess Distribution Certificateholder shall not have notified the Eligible Lender Trustee in writing prior to the 30th calendar day after such notice is given that it has withheld consent or provided alternative direction: (a) the initiation of any material claim or lawsuit by the Trust (except claims or lawsuits brought in connection with the collection of the Trust Student Loans) and the compromise of any material action, claim or lawsuit brought by or against the Trust (except with respect to the aforementioned claims or lawsuits for collection of Trust Student Loans); (b) the amendment of the Indenture by a supplemental indenture in circumstances where the consent of the any class of Noteholders is required; or; (c) the amendment of the Indenture by a supplemental indenture in circumstances where the consent of the Noteholders any class of Noteholder is not required and such amendment materially adversely affects the interests of the Excess Distribution Certificateholder; or (d) the amendment of the Interest Rate Cap Agreement or any Swap Agreement in circumstances where the consent of any class of Noteholders is required or in circumstances where the consent of Noteholders is not required but where such amendment materially adversely affects the interests of the Excess Distribution Certificateholder.

Appears in 3 contracts

Samples: Trust Agreement (SLM Funding LLC), Trust Agreement (SLM Funding LLC), Trust Agreement (SLM Funding LLC)

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Prior Notice to the Excess Distribution Certificateholder With Respect to Certain Matters. With respect to the following matters, the Eligible Lender Trustee shall not take action unless at least 30 days before the taking of such action, the Eligible Lender Trustee shall have notified the Excess Distribution Certificateholder and each of the Rating Agencies then rating the Notes in writing of the proposed action and the Excess Distribution Certificateholder shall not have notified the Eligible Lender Trustee in writing prior to the 30th calendar day after such notice is given that it has withheld consent or provided alternative direction: (a) the initiation of any material claim or lawsuit by the Trust (except claims or lawsuits brought in connection with the collection of the Trust Student Loans) and the compromise of any material action, claim or lawsuit brought by or against the Trust (except with respect to the aforementioned claims or lawsuits for collection of Trust Student Loans); (b) the amendment of the Indenture by a supplemental indenture in circumstances where the consent of the Noteholders is required; or; (c) the amendment of the Indenture by a supplemental indenture in circumstances where the consent of the Noteholders is not required and such amendment materially adversely affects the interests of the Excess Distribution Certificateholder; or (d) [the amendment of any Swap Agreement in circumstances where the consent of any class of Noteholders is required or in circumstances where the consent of the Noteholders is not required but where such amendment materially adversely affects the interest of the Excess Distribution Certificateholder.]

Appears in 2 contracts

Samples: Trust Agreement (SLM Education Credit Funding LLC), Trust Agreement (SLM Funding LLC)

Prior Notice to the Excess Distribution Certificateholder With Respect to Certain Matters. With respect to the following matters, the Eligible Lender Trustee shall not take action unless at least 30 days before the taking of such action, the Eligible Lender Trustee shall have notified the Excess Distribution Certificateholder and each of the Rating Agencies then rating the Notes in writing of the proposed action and the Excess Distribution Certificateholder shall not have notified the Eligible Lender Trustee in writing prior to the 30th calendar day after such notice is given that it has withheld consent or provided alternative direction: (a) the initiation of any material claim or lawsuit by the Trust (except claims or lawsuits brought in connection with the collection of the Trust Student Loans) and the compromise of any material action, claim or lawsuit brought by or against the Trust (except with respect to the aforementioned claims or lawsuits for collection of Trust Student Loans); (b) the amendment of the Indenture by a supplemental indenture in circumstances where the consent of the Noteholders is required; or (c) the amendment of the Indenture by a supplemental indenture in circumstances where the consent of the Noteholders is not required and such amendment materially adversely affects the interests of the Excess Distribution Certificateholder.

Appears in 1 contract

Samples: Trust Agreement (SLM Student Loan Trust 2009-1)

Prior Notice to the Excess Distribution Certificateholder With Respect to Certain Matters. With respect to the following matters, the Eligible Lender Trustee shall not take action unless at least 30 days before the taking of such action, the Eligible Lender Trustee shall have notified the Excess Distribution Certificateholder and each of the Rating Agencies then rating the Notes in writing of the proposed action and the Excess Distribution Certificateholder shall not have notified the Eligible Lender Trustee in writing prior to the 30th calendar day after such notice is given that it has withheld consent or provided alternative direction: (a) the initiation of any material claim or lawsuit by the Trust (except claims or lawsuits brought in connection with the collection of the Trust Student Loans) and the compromise of any material action, claim or lawsuit brought by or against the Trust (except with respect to the aforementioned claims or lawsuits for collection of Trust Student Loans); (b) the amendment of the Indenture by a supplemental indenture in circumstances where the consent of the any class of Noteholders is required; or (c) the amendment of the Indenture by a supplemental indenture in circumstances where the consent of the Noteholders any class of Noteholder is not required and such amendment materially adversely affects the interests of the Excess Distribution Certificateholder.

Appears in 1 contract

Samples: Trust Agreement (SLM Student Loan Trust 2005-4)

Prior Notice to the Excess Distribution Certificateholder With Respect to Certain Matters. With respect to the following matters, the Eligible Lender Trustee shall not take action unless at least 30 days before the taking of such action, the Eligible Lender Trustee shall have notified the Excess Distribution Certificateholder and each of the Rating Agencies then rating the Notes in writing of the proposed action and the Excess Distribution Certificateholder shall not have notified the Eligible Lender Trustee in writing prior to the 30th calendar day after such notice is given that it has withheld consent or provided alternative direction: (a) the initiation of any material claim or lawsuit by the Trust (except claims or lawsuits brought in connection with the collection of the Trust Student Loans) and the compromise of any material action, claim or lawsuit brought by or against the Trust (except with respect to the aforementioned claims or lawsuits for collection of Trust Student Loans); (b) the amendment of the Indenture by a supplemental indenture in circumstances where the consent of the any class of Noteholders is required; or; (c) the amendment of the Indenture by a supplemental indenture in circumstances where the consent of the any class of Noteholders is not required and such amendment materially adversely affects the interests of the Excess Distribution Certificateholder; or (d) the amendment of the Initial Interest Rate Cap Agreement in circumstances where the consent of any class of Noteholders is required or in circumstances where the consent of Noteholders is not required but where such amendment materially adversely affects the interests of the Excess Distribution Certificateholder.

Appears in 1 contract

Samples: Trust Agreement (SLM Student Loan Trust 2007-6)

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