Common use of Protection of Trust Estate Clause in Contracts

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf of the Noteholders to be prior to all other Liens in respect of the Trust Estate, and the Issuer shall take all actions necessary to obtain and maintain, for the benefit of the Indenture Trustee on behalf of the Noteholders, a first Lien on and a first priority, perfected security interest in the Trust Estate. The Issuer will from time to time authorize, execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments and will take such other action necessary or advisable to: (i) Grant more effectively any portion of the Trust Estate; (ii) maintain or preserve the Lien and security interest (and the priority thereof) of this Indenture or carry out more effectively the purposes hereof; (iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iv) enforce any of the Trust Estate; (v) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders in such Trust Estate against the claims of all Persons; or (vi) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any financing statement, continuation statement or other instrument required to be executed pursuant to this Section.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf of the Noteholders to be prior to all other Liens liens in respect of the Trust Estate, and the Issuer shall take all actions necessary to obtain and maintain, for the benefit of the Indenture Trustee on behalf of the Noteholders, a first Lien lien on and a first priority, perfected security interest in the Trust Estate, subject to the rights of the Insurer under the Insurance Agreement. The Issuer will from time to time authorize, execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, all as prepared by the Master Servicer and delivered to the Issuer, and will take such other action necessary or advisable to: (i) Grant more effectively all or any portion of the Trust Estate; (ii) maintain or preserve the Lien lien and security interest (and the priority thereof) of created by this Indenture or carry out more effectively the purposes hereof; (iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iv) enforce any of the Trust EstateCollateral; (v) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders in such Trust Estate against the claims of all Personspersons and parties; or (vi) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any all financing statementstatements, continuation statement statements or other instrument instruments required to be executed pursuant to this Section.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf of the Noteholders to be prior to all other Liens liens in respect of the Trust Estate, and the Issuer shall take all actions necessary to obtain and maintain, for the benefit of the Indenture Trustee on behalf of the Noteholders, a first Lien lien on and a first priority, perfected security interest in the Trust Estate. The Issuer will from time to time authorize, execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, all as prepared by the Master Servicer and delivered to the Issuer, and will take such other action necessary or advisable to: (i) Grant more effectively all or any portion of the Trust Estate; (ii) maintain or preserve the Lien lien and security interest (and the priority thereof) of created by this Indenture or carry out more effectively the purposes hereof; (iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iv) enforce any of the Trust EstateCollateral; (v) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders in such Trust Estate against the claims of all Personspersons and parties; or (vi) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any all financing statementstatements, continuation statement statements or other instrument instruments required to be executed pursuant to this Section.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf of the Noteholders to be prior to all other Liens liens in respect of the Trust Estate, and the Issuer shall take all actions necessary to obtain and maintain, for the benefit of the Indenture Trustee on behalf of the Noteholders, a first Lien lien on and a first priority, perfected security interest in the Trust Estate. The Issuer will from time to time authorize, execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, all as prepared by the Administrator and delivered to the Issuer, and will take such other action necessary or advisable to: (i) Grant more effectively any portion of the Trust Estate; (ii) maintain or preserve the Lien lien and security interest (and the priority thereof) of created by this Indenture or carry out more effectively the purposes hereof; (iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iv) enforce any of the Trust Estate;Collateral; or (v) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders in such Trust Estate against the claims of all Persons; or (vi) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The Issuer hereby authorizes the Indenture Trustee to file any financing statement or continuation statement required pursuant to this Section and designates the Indenture Trustee as its agent and attorney-in-fact to execute any financing statement, continuation statement or other instrument required to be executed pursuant to under this Section.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf of the Noteholders to be prior to all other Liens liens in respect of the Trust EstateCollateral, and the Issuer shall take all actions necessary to obtain and maintain, for the benefit of the Indenture Trustee on behalf of the Noteholders, a first Lien lien on and a first priority, perfected security interest in the Trust EstateCollateral. The Issuer will from time to time authorize, execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, all as prepared by the Servicer and delivered to the Issuer, and will take such other action necessary or advisable to: (i) Grant more effectively all or any portion of the Trust EstateCollateral; (ii) maintain or preserve the Lien lien and security interest (and the priority thereof) of created by this Indenture or carry out more effectively the purposes hereof; (iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iv) enforce any of the Trust EstateCollateral; (v) preserve and defend title to the Trust Estate Collateral and the rights of the Indenture Trustee and the Noteholders in such Trust Estate Collateral against the claims of all Personspersons and parties; or (vi) pay all taxes or assessments levied or assessed upon the Trust Estate Collateral when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any all financing statementstatements, continuation statement statements or other instrument instruments required to be executed pursuant to this SectionSection and the Indenture Trustee shall execute all financing statements, continuation statements or other instruments required to be executed pursuant to this section upon written notice and instructions from the Issuer.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf of the Noteholders to be prior to all other Liens liens in respect of the Trust EstatePledged Assets, and the Issuer shall take all actions necessary to obtain and maintain, for the benefit of the Indenture Trustee on behalf of the Noteholders, a first Lien lien on and a first priority, perfected security interest in the Trust EstatePledged Assets. The Issuer will from time to time authorize, execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, all as prepared by the Servicer and delivered to the Issuer, and will take such other action necessary or advisable to: (i) Grant more effectively all or any portion of the Trust EstatePledged Assets; (ii) maintain or preserve the Lien lien and security interest (and the priority thereof) of created by this Indenture or carry out more effectively the purposes hereof; (iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iv) enforce any of the Trust EstatePledged Assets; (v) preserve and defend title to the Trust Estate Pledged Assets and the rights of the Indenture Trustee and the Noteholders in such Trust Estate Pledged Assets against the claims of all Personspersons and parties; or (vi) pay all taxes or assessments levied or assessed upon the Trust Estate Pledged Assets when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any all financing statementstatements, continuation statement statements or other instrument instruments required to be executed pursuant to this Section, which are prepared and delivered to the Indenture Trustee.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf of the Noteholders to be prior to all other Liens in respect of the Trust Estate, and the Issuer shall take all actions necessary to obtain and maintain, for the benefit of the Indenture Trustee on behalf of the Noteholders, a first Lien on and a first priority, perfected security interest in the Trust Estate. The Issuer will from time to time authorize, execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments and will take such other action necessary or advisable to: (i) Grant more effectively any portion of the Trust Estate; (ii) maintain or preserve the Lien and security interest (and the priority thereof) of this Indenture or carry out more effectively the purposes hereof; (iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iv) enforce any of the Trust Estate; (v) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders in such Trust Estate against the claims of all Persons; or (vi) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute or authorize any financing statement, continuation statement or other instrument required to be executed pursuant to this Section.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf of the Noteholders Issuer Secured Parties to be prior to all other Liens liens in respect of the Trust Estate, and the Issuer shall take all actions necessary to obtain and maintain, in favor of the Trustee, for the benefit of the Indenture Trustee on behalf of the NoteholdersIssuer Secured Parties, a first Lien lien on and a first priority, perfected security interest in the Trust Estate. The Issuer will from time to time authorizeprepare (or shall cause to be prepared), execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, and will take such other action necessary or advisable to: (i) Grant more effectively all or any portion of the Trust Estate; (ii) maintain or preserve the Lien lien and security interest (and the priority thereof) in favor of the Trustee for the benefit of the Issuer Secured Parties created by this Indenture or carry out more effectively the purposes hereof; (iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iv) enforce any of the Trust EstateCollateral; (v) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders in such Trust Estate against the claims of all Personspersons and parties; orand (vi) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any financing statement, continuation statement or other instrument required to be executed by the Trustee pursuant to this Section.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf of the Noteholders to be prior to all other Liens in respect of the Trust Estate, and the Issuer shall take all actions necessary to obtain and maintain, for the benefit of the Indenture Trustee on behalf of the Noteholders, a first Lien on and a first priority, perfected security interest in the Trust Estate. The Issuer will from time to time authorize, execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments and will take such other action necessary or advisable to: (i) Grant more effectively any portion of the Trust Estate; (ii) maintain or preserve the Lien and security interest (and the priority thereof) of this Indenture or carry out more effectively the purposes hereof; (iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iv) enforce any of the Trust Estate; (v) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders in such Trust Estate against the claims of all Persons; or (vi) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any financing statement, continuation statement or other instrument required to be executed pursuant to this Section.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf of the Noteholders to be prior to all other Liens liens in respect of the Trust EstatePledged Assets, and the Issuer shall take all actions necessary to obtain and maintain, for the benefit of the Indenture Trustee on behalf of the Noteholders, a first Lien lien on and a first priority, perfected security interest in the Trust EstatePledged Assets. The Issuer will from time to time authorize, execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, all as prepared by the Servicer and delivered to the Issuer, and will take such other action necessary or advisable to: (i) Grant more effectively all or any portion of the Trust EstatePledged Assets; (ii) maintain or preserve the Lien lien and security interest (and the priority thereof) of created by this Indenture or carry out more effectively the purposes hereof; (iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iv) enforce any of the Trust EstatePledged Assets; (v) preserve and defend title to the Trust Estate Pledged Assets and the rights of the Indenture Trustee and the Noteholders in such Trust Estate Pledged Assets against the claims of all Personspersons and parties; or (vi) pay all taxes or assessments levied or assessed upon the Trust Estate Pledged Assets when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any all financing statementstatements, continuation statement statements or other instrument instruments required to be executed pursuant to this Section.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf of the Noteholders to be prior to all other Liens liens in respect of the Trust Estate, and the Issuer shall take all actions necessary to obtain and maintain, for the benefit of the Indenture Trustee on behalf of the Noteholders, a first Lien lien on and a first priority, perfected security interest in the Trust Estate. The Issuer will shall from time to time authorize, execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, all as prepared by the Administrator and will delivered to the Issuer, and shall take such other action necessary or advisable to: (ia) Grant more effectively all or any portion of the Trust Estate; (iib) maintain or preserve the Lien lien and security interest (and the priority thereof) of created by this Indenture or carry out more effectively the purposes hereof; (iiic) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (ivd) enforce any of the Trust EstateCollateral; (ve) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders in such the Trust Estate against the claims of all Persons; or (vif) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any file all financing statementstatements, continuation statement statements or other instrument instruments required to be executed filed pursuant to this Section.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf of the Senior Noteholders to be prior to all other Liens liens in respect of the Trust Estate, and the Issuer shall take all actions necessary to obtain and maintain, for the benefit of the Indenture Trustee on behalf of the Senior Noteholders, a first Lien lien on and a first priority, perfected security interest in the Trust Estate. The Issuer will shall from time to time authorize, execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, all as prepared by the Administrator and will delivered to the Issuer, and shall take such other action necessary or advisable to: (ia) Grant more effectively all or any portion of the Trust Estate; (iib) maintain or preserve the Lien lien and security interest (and the priority thereof) of created by this Indenture or carry out more effectively the purposes hereof; (iiic) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (ivd) enforce any of the Trust EstateCollateral; (ve) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Senior Noteholders in such the Trust Estate against the claims of all Persons; or (vif) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any all financing statementstatements, continuation statement statements or other instrument instruments required to be executed pursuant to this Section.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf of the Noteholders to be prior to all other Liens liens in respect of the Trust Estate, and the Issuer shall take all actions necessary to obtain and maintain, for the benefit of the Indenture Trustee on behalf of the Noteholders, a first Lien lien on and a first priority, perfected security interest in the Trust Estate. The Issuer will shall from time to time authorize, execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, all as prepared by the Administrator and will delivered to the Issuer, and shall take such other action necessary or advisable to: (ia) Grant more effectively all or any portion of the Trust Estate; (iib) maintain or preserve the Lien lien and security interest (and the priority thereof) of created by this Indenture or carry out more effectively the purposes hereof; (iiic) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (ivd) enforce any of the Trust EstateCollateral; (ve) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders [and each Swap Counterparty] in such the Trust Estate against the claims of all Persons; or (vif) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any file all financing statementstatements, continuation statement statements or other instrument instruments required to be executed filed pursuant to this Section.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf of the Noteholders to be prior to all other Liens liens in respect of the Trust EstateCollateral, and the Issuer shall take all actions necessary to obtain and maintain, for the benefit of the Indenture Trustee on behalf of the Noteholders, a first Lien lien on and a first priority, perfected security interest in the Trust EstateCollateral. The Issuer will from time to time authorize, execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, all as prepared by the Servicer and delivered to the Issuer, and will take such other action necessary or advisable to: (i) Grant more effectively all or any portion of the Trust EstateCollateral; (ii) maintain or preserve the Lien lien and security interest (and the priority thereof) of created by this Indenture or carry out more effectively the purposes hereof; (iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iv) enforce any of the Trust EstateCollateral; (v) preserve and defend title to the Trust Estate Collateral and the rights of the Indenture Trustee and the Noteholders in such Trust Estate Collateral against the claims of all Personspersons and parties; or (vi) pay all taxes or assessments levied or assessed upon the Trust Estate Collateral when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any all financing statementstatements, continuation statement statements or other instrument instruments required to be executed pursuant to this Section.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf of the Noteholders to be prior to all other Liens liens in respect of the Trust EstateCollateral, and the Issuer shall take all actions necessary to obtain and maintain, for the benefit of the Indenture Trustee on behalf of the Noteholders, a first Lien lien on and a first priority, perfected security interest in the Trust EstateCollateral. The Issuer will from time to time authorize, execute authorize and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, all as prepared by the Servicer and delivered to the Issuer, and will take such other action necessary or advisable to: (i) Grant more effectively all or any portion of the Trust EstateCollateral; (ii) maintain or preserve the Lien lien and security interest (and the priority thereof) of created by this Indenture or carry out more effectively the purposes hereof; (iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iv) enforce any of the Trust EstateCollateral; (v) preserve and defend title to the Trust Estate Collateral and the rights of the Indenture Trustee and the Noteholders in such Trust Estate Collateral against the claims of all Personspersons and parties; or (vi) pay all taxes or assessments levied or assessed upon the Trust Estate Collateral when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any all financing statementstatements, continuation statement statements or other instrument instruments required to be executed pursuant to this SectionSection and the Indenture Trustee shall execute all financing statements, continuation statements or other instruments required to be executed pursuant to this section upon written notice and instructions from the Issuer.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf for the benefit of the Noteholders Issuer Secured Parties to be prior to all other Liens liens in respect of the Trust Estate, and the Issuer shall take all actions necessary to obtain and maintain, in favor of the Trustee, for the benefit of the Indenture Trustee on behalf of the NoteholdersIssuer Secured Parties, a first Lien lien on and a first priority, perfected security interest in the Trust Estate. The Issuer will from time to time authorizeprepare (or shall cause to be prepared), execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, and will take such other action necessary or advisable to: (i) Grant more effectively all or any portion of the Trust Estate; (ii) maintain or preserve the Lien lien and security interest (and the priority thereof) in favor of the Trustee for the benefit of the Issuer Secured Parties created by this Indenture or carry out more effectively the purposes hereof; (iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iv) enforce any of the Trust EstateCollateral; (v) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders in such Trust Estate against the claims of all Personspersons and parties; orand (vi) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any financing statement, continuation statement or other instrument required to be executed by the Trustee pursuant to this Section.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf of the Noteholders Issuer Secured Parties to be prior to all other Liens liens in respect of the Trust EstateEstate (other than tax liens, mechanics’ liens, and other liens specified in Section 3.8(iii)(B)), and the Issuer shall take all actions necessary to obtain and maintain, in favor of the Indenture Collateral Agent, for the benefit of the Indenture Trustee on behalf of the NoteholdersIssuer Secured Parties, a first Lien lien on and a first priority, perfected security interest in the Trust EstateEstate (other than with respect to tax liens, mechanics’ liens, and other liens specified in Section 3.8(iii)(B)). The Issuer will from time to time authorizeprepare (or shall cause to be prepared), execute authorize and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, and will take such other action necessary or advisable to: (i) Grant more effectively all or any portion of the Trust Estate; (ii) maintain or preserve the Lien lien and security interest (and the priority thereof) in favor of the Indenture Collateral Agent for the benefit of the Issuer Secured Parties created by this Indenture or carry out more effectively the purposes hereof; (iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iv) enforce the rights of the Indenture Collateral Agent, the Issuer Secured Parties and the Noteholders in any of the Trust EstateCollateral; (v) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders Collateral Agent in such Trust Estate against the claims of all Personspersons and parties; orand (vi) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The Issuer hereby designates the Indenture Trustee Collateral Agent its agent and attorney-in-fact to execute any financing statement, statement or continuation statement or other instrument reasonably required to be executed pursuant to this Section.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf of the Noteholders Issuer Secured Parties to be prior to all other Liens liens in respect of the Trust Estate, and the Issuer shall take all actions necessary to obtain and maintain, in favor of the Indenture Collateral Agent, for the benefit of the Indenture Trustee on behalf of the NoteholdersIssuer Secured Parties, a first Lien lien on and a first priority, perfected security interest in the Trust Estate. The Issuer will from time to time authorizeprepare (or shall cause to be prepared), execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, and will take such other action necessary or advisable to: (i) Grant more effectively all or any portion of the Trust Estate; (ii) maintain or preserve the Lien lien and security interest (and the priority thereof) in favor of the Indenture Collateral Agent for the benefit of the Issuer Secured Parties created by this Indenture or carry out more effectively the purposes hereof; (iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iv) enforce any of the Trust EstateCollateral; (v) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders Collateral Agent in such Trust Estate against the claims of all Personspersons and parties; orand (vi) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The Issuer hereby designates the Indenture Trustee Collateral Agent its agent and attorney-in-fact to execute any financing statement, continuation statement or other instrument required to be executed by the Indenture Collateral Agent pursuant to this Section.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf of the Noteholders to be prior to all other Liens in respect of the Trust Estate, and the Issuer shall take all actions necessary to obtain and maintain, for the benefit of the Indenture Trustee on behalf of the Noteholders, a first Lien on and a first priority, perfected security interest in the Trust Estate. The Issuer will from time to time authorize, execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments and will take such other action necessary or advisable to: (ia) Grant more effectively any portion of the Trust Estate; (iib) maintain or preserve the Lien and security interest (and the priority thereof) of this Indenture or carry out more effectively the purposes hereof; (iiic) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (ivd) enforce any of the Trust Estate; (ve) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders in such Trust Estate against the claims of all Persons; or (vif) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any financing statement, continuation statement or other instrument required to be executed pursuant to this Section.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf for the benefit of the Noteholders to be prior to all other Liens liens in respect of the Trust Estate, and the Issuer shall take all actions necessary to obtain and maintain, in favor of the Trustee, for the benefit of the Indenture Trustee on behalf of the Noteholders, a first Lien lien on and a first priority, perfected security interest in the Trust Estate. The Issuer will from time to time authorizeprepare (or shall cause to be prepared), execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, and will take such other action necessary or advisable to: (i) Grant more effectively all or any portion of the Trust Estate; (ii) maintain or preserve the Lien lien and security interest (and the priority thereof) in favor of the Trustee for the benefit of the Noteholders created by this Indenture or carry out more effectively the purposes hereof; (iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iv) enforce any of the Trust EstateCollateral; (v) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders in such Trust Estate against the claims of all Personspersons and parties; orand (vi) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any financing statement, continuation statement or other instrument required to be executed by the Trustee pursuant to this Section.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf of the Noteholders to be prior to all other Liens liens in respect of the Trust Estate, and the Issuer shall take all actions necessary to obtain and maintain, in favor of the Trustee, for the benefit of the Indenture Trustee on behalf of the Noteholders, a first Lien lien on and a first priority, perfected security interest in the Trust Estate. The Issuer will from time to time authorize, execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, all as prepared by the Servicer and delivered to the Issuer, and will take such other action necessary or advisable to: (i) Grant grant more effectively all or any portion of the Trust Estate; (ii) maintain or preserve the Lien lien and security interest (and the priority thereof) in favor of the Trustee for the benefit of the Trustee created by this Indenture or carry out more effectively the purposes hereof; (iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iv) enforce any of the Leases and each other instrument or agreement included in the Trust Estate; (v) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders in such Trust Estate against the claims of all Personspersons and parties; or (vi) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any financing statement, continuation statement or other instrument required to be executed by the Trustee pursuant to this SectionSection 3.05.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf of the Noteholders to be prior to all other Liens liens in respect of the Trust Estate, and the Issuer shall take all actions necessary to obtain and maintain, in favor of the Trustee, for the benefit of the Indenture Trustee on behalf of the Noteholders, a first Lien lien on and a first priority, perfected security interest in the Trust Estate. The Issuer will from time to time authorize, execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, all as prepared by the Servicer and delivered to the Issuer, and will take such other action necessary or advisable to: (i) Grant grant more effectively all or any portion of the Trust Estate; (ii) maintain or preserve the Lien lien and security interest (and the priority thereof) of created by this Indenture or carry out more effectively the purposes hereof; (iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iv) enforce any of the Trust EstateIndenture Collateral; (v) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders in such Trust Estate against the claims of all Personspersons and parties; or (vi) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any financing statement, continuation statement or other instrument required to be executed by the Trustee pursuant to this Section.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf of the Noteholders to be prior to all other Liens liens in respect of the Trust Estate, and the Issuer shall take all actions necessary to obtain and maintain, for the benefit of the Indenture Trustee on behalf of the Noteholders, a first Lien lien on and a first priority, perfected security interest in the Trust Estate. The Issuer will from time to time authorize, execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, all as prepared by the Master Servicer and delivered to the Issuer, and will take such other action necessary or advisable to: (ia) Grant more effectively all or any portion of the Trust Estate; (iib) maintain or preserve the Lien lien and security interest (and the priority thereof) of created by this Indenture or carry out more effectively the purposes hereof; (iiic) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (ivd) enforce any of the Trust EstateCollateral; (ve) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders in such Trust Estate against the claims of all Personspersons and parties; or (vif) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any all financing statementstatements, continuation statement statements or other instrument instruments required to be executed pursuant to this Section.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf for the benefit of the Noteholders to be prior to all other Liens liens in respect of the Trust Estate, and the Issuer shall take all actions necessary to obtain and maintain, in favor of the Trustee, for the benefit of the Indenture Trustee on behalf of the Noteholders, a first Lien lien on and a first priority, perfected security interest in the Trust Estate. The Issuer will from time to time authorizeprepare (or shall cause to be prepared), execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, and will take such other action necessary or advisable to: (i) Grant more effectively all or any portion of the Trust Estate; (ii) maintain or preserve the Lien lien and security interest (and the priority thereof) in favor of the Trustee for the benefit of the Noteholders created by this Indenture or carry out more effectively the purposes hereof; (iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iv) enforce any of the Trust EstateCollateral; (v) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders in such Trust Estate against the claims of all Personspersons and parties; orand (vi) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any financing statement, continuation statement or other instrument required to be executed by the Trustee pursuant to this Section. The Issuer hereby authorizes the filing, transmitting, or communicating, as applicable, financing statements and amendments thereto describing the Collateral in which the Issuer has granted a security interest to the Trustee as "all personal property of debtor" or "all assets of debtor" or words of similar effect, including all proceeds thereof.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf of the Noteholders Issuer Secured Parties to be prior to all other Liens liens in respect of the Trust Estate, and the Issuer shall take all actions necessary to obtain and maintain, in favor of the Trustee, for the benefit of the Indenture Trustee on behalf of the NoteholdersIssuer Secured Parties, a first Lien lien on and a first priority, perfected security interest in the Trust Estate. The Issuer will from time to time authorizeprepare (or shall cause to be prepared), execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, and will take such other action necessary or advisable to: (i) Grant more effectively all or any portion of the Trust Estate; (ii) maintain or preserve the Lien lien and security interest (and the priority thereof) in favor of the Trustee for the benefit of the Issuer Secured Parties created by this Indenture or carry out more effectively the purposes hereof; (iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iv) enforce any of the Trust EstateCollateral; (v) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders Noteholder in such Trust Estate against the claims of all Personspersons and parties; orand (vi) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any financing statement, continuation statement or other instrument required to be executed by the Trustee pursuant to this Section.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf of Issuer Secured Parties and the Noteholders Residual Certificateholders to be prior to all other Liens liens in respect of the Trust Estate, and the Issuer shall take all actions necessary to obtain and maintain, in favor of the Trustee, for the benefit of the Indenture Trustee on behalf of Issuer Secured Parties and the NoteholdersResidual Certificateholders, a first Lien lien on and a first priority, perfected security interest in the Trust Estate. The Issuer will from time to time authorizeprepare (or shall cause to be prepared), execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, and will take such other action necessary or advisable to: (i) Grant more effectively all or any portion of the Trust Estate; (ii) maintain or preserve the Lien lien and security interest (and the priority thereof) in favor of the Trustee for the benefit of the Issuer Secured Parties and the Residual Certificateholders created by this Indenture or carry out more effectively the purposes hereof; (iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iv) enforce any of the Trust EstateCollateral; (v) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders in such Trust Estate against the claims of all Personspersons and parties; orand (vi) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any financing statement, continuation statement or other instrument required to be executed by the Trustee pursuant to this Section.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf of the Noteholders to be prior to all other Liens liens in respect of the Trust Estate, and the Issuer shall take all actions necessary to obtain and maintain, for the benefit in favor of the Indenture Trustee on behalf of the NoteholdersTrustee, a first Lien lien on and a first priority, perfected security interest in the Trust Estate. The Issuer will from time to time authorize, execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, all as prepared by the Servicer and delivered to the Issuer, and will take such other action necessary or advisable to: (i) Grant grant more effectively all or any portion of the Trust Estate; (ii) maintain or preserve the Lien lien and security interest (and the priority thereof) in favor of the Trustee created by this Indenture or carry out more effectively the purposes hereof; (iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iv) enforce any of the Trust EstateIndenture Collateral; (v) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders in such Trust Estate against the claims of all Personspersons and parties; or (vi) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any financing statement, continuation statement or other instrument required to be executed by the Trustee pursuant to this Section.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor [Each of the Indenture Trustee on behalf of the Noteholders to be prior to all other Liens in respect of the Trust Estate, the][The] Issuing Entity [and the Issuer shall take all actions necessary to obtain and maintain, for the benefit of the Indenture Trustee on behalf of the Noteholders, a first Lien on and a first priority, perfected security interest in the Trust Estate. The Issuer Grantor Trust] will from time to time authorize, execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, and also deliver the Schedule of Receivables and the Sale and Servicing Agreement (including Schedule A thereto, as revised from time to time) to the Indenture Trustee, and will take such other action necessary or advisable to: (i) Grant more effectively any portion of the Trust Estate; (ii) maintain or preserve the Lien lien and security interest (and the priority thereof) of this Indenture or carry out more effectively the purposes hereof; (iiiii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iviii) enforce any of the Trust Estate;Collateral; or (viv) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders in such Trust Estate against the claims of all Persons; or (vi) pay all taxes or assessments levied or assessed upon persons and parties. [Each of the][The] Issuing Entity [and the Trust Estate when due. The Issuer Grantor Trust] hereby designates authorizes the Administrator and Indenture Trustee its agent and attorney-in-fact to execute file any financing statement, continuation statement or other instrument required to be executed pursuant to this SectionSection 3.05. [Each of the][The] Issuing Entity [and the Grantor Trust] hereby ratifies any such financing statements filed prior to the date hereof; it being understood that such authorization shall not be deemed to be an obligation on the part of the Administrator or the Indenture Trustee to make any such filing.

Protection of Trust Estate. The Issuer intends the security -------------------------- interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf of the Noteholders to be prior to all other Liens liens in respect of the Trust Estate, and the Issuer shall take all actions necessary to obtain and maintain, in favor of the Trustee, for the benefit of the Indenture Trustee on behalf of the Noteholders, a first Lien lien on and a first priority, perfected security interest in the Trust Estate. The Issuer will from time to time authorize, execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, all as prepared by the Servicer and delivered to the Issuer, and will take such other action necessary or advisable to: (i) Grant grant more effectively all or any portion of the Trust Estate; (ii) maintain or preserve the Lien lien and security interest (and the priority thereof) of created by this Indenture or carry out more effectively the purposes hereof; (iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iv) enforce any of the Trust EstateIndenture Collateral; (v) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders in such Trust Estate against the claims of all Personspersons and parties; or (vi) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any financing statement, continuation statement or other instrument required to be executed by the Trustee pursuant to this Section.

Protection of Trust Estate. The Issuer intends (a) On or before the security interest Granted pursuant initial Transfer Date, the Trust shall cause to this Indenture in favor of be filed UCC-1 Financing Statements naming the Indenture Trustee on behalf of the Noteholders to be prior to all other Liens in respect of as "secured party" and the Trust Estate, as "debtor" and describing the Issuer shall take all actions necessary Mortgage Loans being pledged by the Trust to obtain and maintain, for the benefit of the Indenture Trustee on behalf with the office of the Noteholders, Secretary of State in which the Trust is located and such other jurisdictions as shall be necessary to perfect a first Lien on and a first priority, perfected security interest in the Trust Estate. . (a) The Issuer will Trust will, from time to time authorizetime, execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, and will take such other action as may be necessary or advisable to: (i) Grant more effectively all or any portion of the Trust EstateEstate as made by this Indenture; (ii) maintain or preserve the Lien and security interest (and the priority thereof) lien of this Indenture or carry out more effectively the purposes hereof; (iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iv) enforce any of the Trust Estate;Mortgage Loans or the Sale and Servicing Agreement; or (v) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee Trustee, the Noteholders and the Noteholders Note Purchaser in such the Mortgage Loans and the other property held as part of the Trust Estate against the claims of all Persons; or (vi) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The Issuer hereby designates the Indenture Trustee its agent Persons and attorney-in-fact to execute any financing statement, continuation statement or other instrument required to be executed pursuant to this Sectionparties.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf Trustee, for the benefit of the Noteholders Noteholders, to be prior to all other Liens liens in respect of the Trust Estate, and the Issuer shall take all actions necessary to obtain and maintain, in favor of the Trustee, for the benefit of the Indenture Trustee on behalf of the Noteholders, a first Lien lien on and a first priority, perfected security interest in the Trust Estate. The Issuer will from time to time authorizeprepare (or shall cause to be prepared), execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, and will take such other action necessary or advisable to: (i) Grant more effectively all or any portion of the Trust Estate; (ii) maintain or preserve the Lien lien and security interest (and the priority thereof) in favor of the Trustee for the benefit of the Noteholders created by this Indenture or carry out more effectively the purposes hereof; (iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iv) enforce any of the Trust EstateCollateral; (v) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders in such Trust Estate against the claims of all Personspersons and parties; orand (vi) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any financing statement, continuation statement or other instrument required to be executed by the Trustee pursuant to this Section.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf of the Noteholders to be prior to all other Liens liens in respect of the Trust EstatePledged Assets, and the Issuer shall take all actions necessary to obtain and maintain, for the benefit of the Indenture Trustee on behalf of the NoteholdersNoteholders and, to the extent expressly set forth herein or in the other Basic Documents, the Insurer, so long as the Insurance Agreement is in effect, a first Lien lien on and a first priority, perfected security interest in the Trust EstatePledged Assets. The Issuer will from time to time authorize, execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, all as prepared by the Servicer and delivered to the Issuer, and will take such other action necessary or advisable to: (i) Grant more effectively all or any portion of the Trust EstatePledged Assets; (ii) maintain or preserve the Lien lien and security interest (and the priority thereof) of created by this Indenture in favor of the Indenture Trustee for the benefit of the Noteholders to the extent expressly set forth herein or the other Basic Documents and, to the extent expressly set forth herein and so long as it is the Controlling Party, the Insurer, or carry out more effectively the purposes hereof; (iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iv) enforce any of the Trust EstatePledged Assets; (v) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders in such Trust Estate against the claims of all Persons; or (vi) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any financing statement, continuation statement or other instrument required to be executed pursuant to this Section.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf Trustee, for the benefit of the Noteholders Noteholder, to be prior to all other Liens liens in respect of the Trust Estate, and the Issuer shall take all actions necessary to obtain and maintain, in favor of the Trustee, for the benefit of the Indenture Trustee on behalf of the NoteholdersNoteholder, a first Lien lien on and a first priority, perfected security interest in the Trust Estate. The Issuer will from time to time authorizeprepare (or shall cause to be prepared), execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, and will take such other action necessary or advisable to: (i) Grant more effectively all or any portion of the Trust Estate; (ii) maintain or preserve the Lien lien and security interest (and the priority thereof) in favor of the Trustee for the benefit of the Noteholder created by this Indenture or carry out more effectively the purposes hereof; (iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iv) enforce any of the Trust EstateCollateral; (v) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders Noteholder in such Trust Estate against the claims of all Personspersons and parties; orand (vi) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any financing statement, continuation statement or other instrument required to be executed by the Trustee pursuant to this Section.

Protection of Trust Estate. The Issuer intends the security interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf of the Noteholders [and the Swap Counterparty] to be prior to all other Liens liens in respect of the Trust Estate, and the Issuer shall take all actions necessary to obtain and maintain, for the benefit of the Indenture Trustee on behalf of the NoteholdersNoteholders [and the Swap Counterparty], a first Lien lien on and a first priority, perfected security interest in the Trust Estate. The Issuer will shall from time to time authorize, execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, all as prepared by the Administrator and will delivered to the Issuer, and shall take such other action necessary or advisable to: (ia) Grant more effectively all or any portion of the Trust Estate; (iib) maintain or preserve the Lien lien and security interest (and the priority thereof) of created by this Indenture or carry out more effectively the purposes hereof; (iiic) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (ivd) enforce any of the Trust EstateCollateral; (ve) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders in such the Trust Estate against the claims of all Persons; or (vif) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The ; the Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any all financing statementstatements, continuation statement statements or other instrument instruments required to be executed pursuant to this Section.

Protection of Trust Estate. The Issuer intends the security -------------------------- interest Granted pursuant to this Indenture in favor of the Indenture Trustee on behalf of the Insurer and the Noteholders to be prior to all other Liens liens in respect of the Trust Estate, and the Issuer shall take all actions necessary to obtain and maintain, for the benefit of the Indenture Trustee on behalf of the Insurer and the Noteholders, a first Lien lien on and a first priority, perfected security interest in the Trust Estate, subject to the rights of the Insurer under the Insurance Agreement. The Issuer will from time to time authorize, execute and deliver all such supplements and amendments hereto and all such financing statements, continuation statements, instruments of further assurance and other instruments instruments, all as prepared by the Administrator and delivered to the Issuer, and will take such other action necessary or advisable to: (i) Grant more effectively any portion of the Trust Estate; (ii) maintain or preserve the Lien lien and security interest (and the priority thereof) of created by this Indenture or carry out more effectively the purposes hereof; (iii) perfect, publish notice of or protect the validity of any Grant made or to be made by this Indenture; (iv) enforce any of the Trust EstateCollateral; (v) preserve and defend title to the Trust Estate and the rights of the Indenture Trustee and the Noteholders in such Trust Estate against the claims of all Personspersons and parties; or (vi) pay all taxes or assessments levied or assessed upon the Trust Estate when due. The Issuer hereby designates the Indenture Trustee its agent and attorney-in-fact to execute any financing statement, continuation statement or other instrument required to be executed pursuant to this Section.