Recording of Indenture. 79 SECTION 11.14. Trust Obligation..................................... 79 SECTION 11.15. Communication by Noteholders with Other Noteholders.. 80 SECTION 11.16. Inspection........................................... 80 SECTION 11.17. Agents of Issuer..................................... 80 SECTION 11.18. Survival of Representations and Warranties........... 80 SECTION 11.19. Conflict with Trust Indenture Act.................... 81 SECTION 11.20. Subordination........................................ 81 EXHIBITS EXHIBIT A-1 Form of Class A Notes EXHIBIT A-2 Form of Class B Notes EXHIBIT A-3 Form of Class C Notes EXHIBIT B Form of Section 3.9 Officers' Certificate EXHIBIT C Servicing Criteria to be Addressed in Assessment of Compliance EXHIBIT D Form of Annual Certification of the Indenture Trustee EXHIBIT E Form of Noteholder's Statement Pursuant to Section 8.5 SCHEDULE 1 Perfection Representations, Warranties and Covenants INDENTURE, dated as of December 14, 2006, between GE Equipment Midticket LLC, Series 2006-1, a Delaware limited liability company (the "Issuer"), and The Bank of New York, as trustee and not in its individual capacity (the "Indenture Trustee"). The Issuer has duly authorized the issuance of $1,053,773,000 in aggregate principal amount of its Notes, consisting of $218,000,000 aggregate principal amount of 5.30138% Class A-1 Notes (the "Class A-1 Notes"), $190,500,000 aggregate principal amount of 5.10% Class A-2 Notes (the "Class A-2 Notes"), $318,000,000 aggregate principal amount of One-Month LIBOR + 0.01% Class A-3 Notes (the "Class A-3 Notes") and $268,789,000 aggregate principal amount of One-Month LIBOR + 0.03% Class A-4 Notes (the "Class A-4 Notes" and, together with the Class A-1 Notes, the Class A-2 Notes and the Class A-3 Notes, the "Class A Notes"), $34,248,000 aggregate principal amount of One-Month LIBOR + 0.15% Class B Notes (the "Class B Notes") and $24,236,000 aggregate principal amount of One-Month LIBOR + 0.32% Class C Notes (the "Class C Notes", and together with the Class A Notes and the Class B Notes, the "Notes"), and to provide therefor the Issuer has duly authorized the execution and delivery of this Indenture. The Notes shall be entitled to payments of interest and principal as set forth herein. All things necessary to make the Notes, when executed by the Issuer and authenticated and delivered hereunder, the valid obligations of the Issuer, and to make this Indenture a valid agreement of the Issuer, in accordance with its terms, have been done.
Appears in 1 contract
Recording of Indenture. 79 56 SECTION 11.1411.16. Trust Obligation..................................... 79 SECTION 11.15. Communication by Noteholders with Other Noteholders.. 80 SECTION 11.16. Inspection........................................... 80 ......................................... 57 SECTION 11.17. Agents of Issuer..................................... 80 No Petition.............................................. 57 SECTION 11.18. Survival of Representations and Warranties........... 80 SECTION 11.19. Conflict with Trust Indenture Act.................... 81 SECTION 11.20. Subordination........................................ 81 Inspection............................................... 57 Page EXHIBITS EXHIBIT A - Schedule of Receivables........................................A-1 EXHIBIT B - Form of Class A Notes Transfer and Servicing Agreement.......................B-1 EXHIBIT A-2 C - Form of Class B Notes Depository Agreement...................................C-1 EXHIBIT A-3 D - Form of Class C Notes EXHIBIT B Form of Section 3.9 Officers' Certificate EXHIBIT C Servicing Criteria to be Addressed in Assessment of Compliance EXHIBIT D Form of Annual Certification of the Indenture Trustee EXHIBIT E Form of Noteholder's Statement Pursuant to Section 8.5 SCHEDULE 1 Perfection Representations, Warranties and Covenants INDENTURE, Note...................................................D-1 This INDENTURE dated as of December 14[__________ ____, 2006, 1997] is hereby executed by and between GE Equipment Midticket LLC, Series 2006-1METLIFE CAPITAL EQUIPMENT LOAN TRUST [SERIES DESIGNATION], a Delaware limited liability company business trust (the "Issuer" or the "Trust"), and The Bank of New York[TRUSTEE], as trustee and not in its individual capacity (the "Indenture Trustee"). The Issuer has duly authorized Each party agrees as follows for the issuance benefit of $1,053,773,000 in aggregate principal amount the other party and for the equal and ratable benefit of its Notes, consisting the Holders of $218,000,000 aggregate principal amount of 5.30138% the Issuer's Class A-1 A [rate]% Asset Backed Notes and Class B [rate]% Asset Backed Notes (the "Class A-1 Notes")): GRANTING CLAUSE The Issuer hereby Grants to the Indenture Trustee at the Closing Date, $190,500,000 aggregate principal amount as Indenture Trustee for the benefit of 5.10% Class A-2 Notes (the "Class A-2 Notes"), $318,000,000 aggregate principal amount Holders of One-Month LIBOR + 0.01% Class A-3 Notes (the "Class A-3 Notes") and $268,789,000 aggregate principal amount of One-Month LIBOR + 0.03% Class A-4 Notes (the "Class A-4 Notes" and, together with the Class A-1 Notes, all of the Class A-2 Notes Issuer's right, title and interest, whether now owned or hereafter acquired, in, to and under (a) the Class A-3 NotesReceivables and all obligations of the Obligors thereunder, including all moneys (including accrued interest) due thereon on or after the Cut-off Date; (b) the security interests in the Financed Equipment granted by Obligors pursuant to the Receivables and any other interest of the Issuer in the Financed Equipment; (c) any proceeds with respect to the Receivables from claims on any physical damage, credit life and/or disability insurance policies covering Financed Equipment or Obligors; (d) the Contribution and Sale Agreement, including the right assigned to the Issuer to cause MCC to repurchase Receivables from the Transferor under certain circumstances described therein; (e) all money on deposit from time to time in the Trust Accounts, including the Reserve Account Initial Deposit, and in all investments and all income from the investment of funds therein (including any accrued discount realized on liquidation of any investment purchased at a discount); (f) the Transfer and Servicing Agreement (including all rights of the Transferor under the Contribution and Sale Agreement assigned to the Issuer pursuant to the Transfer and Servicing Agreement); and (g) all present and future claims, demands, causes and choses in action in respect of any or all of the foregoing and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all of the foregoing, including all proceeds, products, rents, receipts or profits of the conversion, voluntary or involuntary, into cash or other property, all cash and non-cash proceeds, accounts, accounts receivable, notes, drafts, contract rights, general intangibles, documents, money, certificates of deposit, letters of credit, advances of credit, goods, uncertificated securities, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property consisting of, arising from or relating to all or any part of any of the foregoing or any proceeds thereof (collectively, the "Class A NotesCollateral"), $34,248,000 aggregate . The foregoing Grant is made in trust to secure the payment of principal amount of One-Month LIBOR + 0.15% Class B Notes (the "Class B Notes") and $24,236,000 aggregate principal amount of One-Month LIBOR + 0.32% Class C Notes (the "Class C Notes"interest on, and together with any other amounts owing in respect of, the Class A Notes and the Class B Notes, the "Notes")equally and ratably without prejudice, priority or distinction, and to provide therefor secure compliance with the Issuer has duly authorized the execution and delivery provisions of this Indenture, all as provided in this Indenture. The Notes shall be entitled to payments Indenture Trustee, as Indenture Trustee on behalf of interest and principal as set forth herein. All things necessary to make the Holders of the Notes, when executed by acknowledges such Xxxxx, accepts the Issuer and authenticated and delivered hereunder, the valid obligations of the Issuer, and to make trusts under this Indenture a valid agreement of the Issuer, in accordance with the provisions of this Indenture and agrees to perform its terms, have been doneduties as required in this Indenture.
Appears in 1 contract
Recording of Indenture. 79 61 SECTION 11.1411.15. Trust Obligation..................................... 79 SECTION 11.15. Communication by Noteholders with Other Noteholders.. 80 ....................................... 61 SECTION 11.16. Inspection........................................... 80 No Petition............................................ 61 SECTION 11.17. Agents of Issuer..................................... 80 Inspection............................................. 62 SECTION 11.18. Survival of Representations and Warranties........... 80 SECTION 11.19. Conflict with Trust Indenture Act.................... 81 SECTION 11.20. Subordination........................................ 81 EXHIBITS Maximum Interest Payable............................... 62 -iv- TABLE OF CONTENTS (continued) EXHIBIT A-1 Exhibit A Form of Class A Notes EXHIBIT A-2 Form of Class B Notes EXHIBIT A-3 Form of Class C Notes EXHIBIT B Form of Section 3.9 Officers' Certificate EXHIBIT C Servicing Criteria to be Addressed in Assessment of Compliance EXHIBIT D Form of Annual Certification of the Indenture Trustee EXHIBIT E Form of Noteholder's Statement Pursuant to Section 8.5 Note SCHEDULE 1 Schedule A Perfection Representations, Warranties and Covenants INDENTURE, INDENTURE dated as of December 14November 21, 2006, between GE Equipment Midticket LLC, Series CREDIT ACCEPTANCE AUTO DEALER LOAN TRUST 2006-12, a Delaware limited liability company statutory trust (the "Issuer"), and The Bank of DEUTSCHE BANK TRUST COMPANY AMERICAS, a New YorkYork banking corporation, as trust collateral agent (the "Trust Collateral Agent") and as indenture trustee and not in its individual capacity (the "Indenture Trustee"). The Issuer has duly authorized Each party agrees as follows for the issuance benefit of the other party and for the equal and ratable benefit of the Holders of the Issuer's $1,053,773,000 in aggregate principal amount of its Notes, consisting of $218,000,000 aggregate principal amount of 5.30138100,000,000 Class A 5.38% Class A-1 Asset Backed Notes (the "Class A-1 Notes"), $190,500,000 aggregate principal amount of 5.10% Class A-2 Notes (the "Class A-2 Notes"), $318,000,000 aggregate principal amount of One-Month LIBOR + 0.01% Class A-3 Notes (the "Class A-3 Notes") and $268,789,000 aggregate principal amount of One-Month LIBOR + 0.03% Class A-4 Notes (the "Class A-4 Notes" and, together with the Class A-1 Notes, the Class A-2 Notes and the Class A-3 Notes, the "Class A Notes"), $34,248,000 aggregate principal amount of One-Month LIBOR + 0.15% Class B Notes (the "Class B Notes") and $24,236,000 aggregate principal amount of One-Month LIBOR + 0.32% Class C Notes (the "Class C Notes", and together with the Class A Notes Insurer and the Backup Insurer: GRANTING CLAUSE The Issuer hereby grants to the Indenture Trustee for the benefit of itself, the Class A Insurer, the Backup Insurer and the Class B NotesA Noteholders, the "Notes")as their respective interests may appear, and to provide therefor the Issuer has duly authorized the execution and delivery of this Indenture. The Notes shall be entitled to payments of a first-priority perfected security interest and principal as set forth herein. All things necessary to make the Notes, when executed by the Issuer and authenticated and delivered hereunder, the valid obligations in all property of the Issuer, and to make this Indenture a valid agreement including all of the Issuer's right, title and interest in accordance with its termsand to the following collateral (the "Collateral") now owned or hereafter acquired, have been done.which Collateral shall be held by the Trust Collateral Agent on behalf of the Indenture Trustee, subject to the lien of this Indenture:
Appears in 1 contract
Samples: Credit Acceptance Corporation
Recording of Indenture. 79 SECTION 11.14. Trust Obligation..................................... 79 SECTION 11.15. Communication by Noteholders with Other Noteholders.. 80 58 SECTION 11.16. Inspection........................................... 80 Trust Obligations.............................................59 SECTION 11.17. Agents of Issuer..................................... 80 No Petition...................................................59 SECTION 11.18. Survival of Representations and Warranties........... 80 Inspection....................................................59 SECTION 11.19. Conflict with Trust Indenture Act.................... 81 SECTION 11.20. Subordination........................................ 81 EXHIBITS Consents......................................................60 EXHIBIT A-1 - Form of Class A Notes A-1 Note EXHIBIT A-2 - Form of Class B Notes A-2 Note EXHIBIT A-3 - Form of Class C Notes Subordinate Note EXHIBIT B - Senior Note Depository Agreement EXHIBIT C - Form of Section 3.9 Officers' Transferor Certificate EXHIBIT C Servicing Criteria to be Addressed in Assessment of Compliance EXHIBIT D - Form of Annual Certification of the Indenture Trustee EXHIBIT E Form of Noteholder's Statement Pursuant to Section 8.5 SCHEDULE 1 Perfection Representations, Warranties and Covenants INDENTURE, Investment Letter INDENTURE dated as of December 14February 1, 20061999, between GE Equipment Midticket LLC, Series 2006SMS STUDENT LOAN TRUST 1999-1A, a Delaware limited liability company trust (the "Issuer"), and The Bank of BANKERS TRUST COMPANY, a New YorkYork banking corporation, as trustee and not in its individual capacity (the "Indenture Trustee"). The Issuer has duly authorized Each party agrees as follows for the issuance benefit of $1,053,773,000 in aggregate principal amount the other party and for the equal and ratable benefit of its Notes, consisting the holders of $218,000,000 aggregate principal amount of 5.30138% the Issuer's Class A-1 Floating Rate Asset-Backed Senior Notes (the "Class A-1 Notes"), $190,500,000 aggregate principal amount of 5.10% Class A-2 Floating Rate Asset-Backed Senior Notes (the "Class A-2 Notes"), $318,000,000 aggregate principal amount of One-Month LIBOR + 0.01% Class A-3 Notes (the "Class A-3 Notes") and $268,789,000 aggregate principal amount of One-Month LIBOR + 0.03% Class A-4 Notes (the "Class A-4 Notes" and, together with the Class A-1 Notes, the Class A-2 Notes and the Class A-3 Notes, the "Class A Senior Notes"), $34,248,000 aggregate principal amount of One) and Floating Rate Asset-Month LIBOR + 0.15% Class B Backed Subordinate Notes (the "Class B Subordinate Notes") and $24,236,000 aggregate principal amount of One-Month LIBOR + 0.32% Class C Notes (the "Class C Notes"" and, and together with the Class A Notes and the Class B Senior Notes, the "Notes")): GRANTING CLAUSE The Issuer (and, and with respect to provide therefor the Issuer has duly authorized legal title to the execution and delivery of this Indenture. The Notes shall be entitled to payments of interest and principal as set forth herein. All things necessary to make the Notes, when executed by the Issuer and authenticated and delivered hereunderFinanced Student Loans, the valid obligations Eligible Lender Trustee) hereby Grants to the Indenture Trustee at the Closing Date, as trustee for the benefit of the IssuerNoteholders and the Swap Counterparty, and to make this Indenture a valid agreement of all the Issuer's and the Eligible Lender Trustee's right, title and, interest in accordance with and to, but none of its termsobligations under, have been done.the following:
Appears in 1 contract
Recording of Indenture. 79 SECTION 11.14. Trust Obligation..................................... 79 SECTION 11.15. Communication by Noteholders with Other Noteholders.. 80 76 SECTION 11.16. Inspection........................................... 80 Trust Obligations..................................................................... 76 SECTION 11.17. Agents of Issuer..................................... 80 No Petition........................................................................... 76 SECTION 11.18. Survival of Representations and Warranties........... 80 Inspection............................................................................ 76 SECTION 11.19. Conflict with Trust Indenture Act.................... 81 Third-Party Beneficiaries............................................................. 77 SECTION 11.20. Subordination........................................ 81 EXHIBITS Rights of the Securities Insurer to Exercise Rights of Noteholders.................... 77 APPENDIX A Definitions and Usage SCHEDULE A Schedule of Initial Financed Student Loans SCHEDULE B-1 Schedule of Subsequent Student Loans SCHEDULE B-2 Schedule of Other Student Loans SCHEDULE C Location of Financed Student Loan Files EXHIBIT A-1 Form of Class A Notes I-[ ] Note EXHIBIT A-2 Form of Class B Notes I-[ ] Note EXHIBIT A-3 Form of Class C Notes I-[ ] Note EXHIBIT B A-4 Form of Section 3.9 Officers' Certificate Class II-[ ] Note EXHIBIT C Servicing Criteria to be Addressed in Assessment of Compliance EXHIBIT D A-5 Form of Annual Certification of the Indenture Trustee Class II-[ ] Note EXHIBIT E A-6 Form of Noteholder's Statement Pursuant to Section 8.5 SCHEDULE 1 Perfection Representations, Warranties and Covenants INDENTURE, Class II-[ ] Note EXHIBIT A-7 Form of Class II-[ ] Note EXHIBIT A-8 Form of Class II-[ ] Note INDENTURE dated as of December 14[ ], 2006[ ], between GE Equipment Midticket LLC, Series 2006-1KEYCORP STUDENT LOAN TRUST [ ], a Delaware limited liability company statutory trust (the "Issuer"), and The Bank of New York[ ], a [ ] banking corporation, as trustee and not in its individual capacity (the "Indenture Trustee"). The Issuer has duly authorized Each party agrees as follows for the issuance benefit of $1,053,773,000 in aggregate principal amount the other party and for the equal and ratable benefit of its Notes, consisting the holders of $218,000,000 aggregate principal amount of 5.30138% the Issuer's Floating Rate Class A-1 I-[ ] Asset Backed Notes (the "Class A-1 I-[ ] Notes"), $190,500,000 aggregate principal amount of 5.10% Floating Rate Class A-2 I-[ ] Asset Backed Notes (the "Class A-2 I-[ ] Notes"), $318,000,000 aggregate principal amount of One-Month LIBOR + 0.01% Floating Rate Class A-3 I-[ ] Asset Backed Notes (the "Class A-3 I-[ ] Notes") and $268,789,000 aggregate principal amount of One-Month LIBOR + 0.03% ), Floating Rate Class A-4 II-[ ] Asset Backed Notes (the "Class A-4 Notes" and, together with the Class A-1 Notes, the Class A-2 Notes and the Class A-3 Notes, the "Class A II-[ ] Notes"), $34,248,000 aggregate principal amount of One-Month LIBOR + 0.15% Floating Rate Class B II-[ ] Asset Backed Notes (the "Class B II-[ ] Notes") and $24,236,000 aggregate principal amount of One-Month LIBOR + 0.32% ), Floating Rate Class C II-[ ] Asset Backed Notes (the "Class C II-[ ] Notes"), 0.[ ]% Class II-[ ] Asset Backed Notes (the "Class II-[ ] Notes") and Floating Rate Class II-[ ] Asset Backed Notes (the "Class II-[ ] Notes" and together with the Class A I-[ ] Notes, the Class I-[ ] Notes, the Class I-[ ] Notes, the Class II-[ ] Notes, the Class II-[ ] Notes, the Class II-[ ] Notes and the Class B II-[ ] Notes, the "Notes")): GRANTING CLAUSE The Issuer (and, and with respect to provide therefor the Issuer has duly authorized the execution and delivery of this Indenture. The Notes shall be entitled Financed Student Loans as acquired from time to payments of interest and principal as set forth herein. All things necessary to make the Notes, when executed by the Issuer and authenticated and delivered hereundertime, the valid obligations Eligible Lender Trustee on behalf of the Issuer) hereby Grants to the Indenture Trustee at the Closing Date, as trustee for the benefit of the holders of the Group I and Group II Notes, the Securities Insurer and the Swap Counterparty, as their interests may appear herein all the Issuer's right, title and interest in and to make this Indenture a valid agreement of the Issuer, in accordance with its terms, have been done.following:
Appears in 1 contract
Recording of Indenture. 79 SECTION 11.14. Trust Obligation..................................... 79 SECTION 11.15. Communication by Noteholders with Other Noteholders.. 80 58 SECTION 11.16. Inspection........................................... 80 Trust Obligations........................................59 SECTION 11.17. Agents of Issuer..................................... 80 No Petition..............................................59 SECTION 11.18. Survival of Representations and Warranties........... 80 Inspection...............................................59 SECTION 11.19. Conflict with Trust Indenture Act.................... 81 SECTION 11.20. Subordination........................................ 81 EXHIBITS Consents.................................................60 EXHIBIT A-1 - Form of Class A Notes A-1 Note EXHIBIT A-2 - Form of Class B Notes A-2 Note EXHIBIT A-3 - Form of Class C Notes Subordinate Note EXHIBIT B Form of Section 3.9 Officers' Certificate EXHIBIT C Servicing Criteria to be Addressed in Assessment of Compliance EXHIBIT D Form of Annual Certification of the Indenture Trustee EXHIBIT E Form of Noteholder's Statement Pursuant to Section 8.5 SCHEDULE 1 Perfection Representations, Warranties and Covenants INDENTURE, - Depository Agreement INDENTURE dated as of December 14, 2006[ ], between GE Equipment Midticket LLC, Series 2006-1ASSET BACKED SECURITIES CORPORATION STUDENT LOAN TRUST [ ], a Delaware limited liability company trust (the "IssuerISSUER"), and The Bank of New Yorkand[ ], a [ ] banking corporation, as trustee and not in its individual capacity (the "Indenture TrusteeINDENTURE TRUSTEE"). The Issuer has duly authorized Each party agrees as follows for the issuance benefit of $1,053,773,000 in aggregate principal amount the other party and for the equal and ratable benefit of its Notes, consisting the holders of $218,000,000 aggregate principal amount of 5.30138% the Issuer's Class A-1 Floating Rate Senior Asset-Backed Notes (the "Class CLASS A-1 NotesNOTES"), $190,500,000 aggregate principal amount of 5.10% Class A-2 Floating Rate Asset-Backed Senior Notes (the "Class CLASS A-2 Notes"), $318,000,000 aggregate principal amount of One-Month LIBOR + 0.01% Class A-3 Notes (the "Class A-3 Notes") and $268,789,000 aggregate principal amount of One-Month LIBOR + 0.03% Class A-4 Notes (the "Class A-4 NotesNOTES" and, together with the Class A-1 Notes, the "SENIOR NOTES") and Class A-2 B Floating Rate Asset-Backed Subordinate Notes and (the Class A-3 "SUBORDINATE NOTES" and, together with the Senior Notes, the "Class A NotesNOTES")): GRANTING CLAUSE The Issuer (and, $34,248,000 aggregate principal amount with respect to the legal title to the Financed Student Loans, the Eligible Lender Trustee) hereby Grants to the Indenture Trustee at the Closing Date, as trustee for the benefit of One-Month LIBOR + 0.15% Class B Notes (the "Class B Notes") Noteholders and $24,236,000 aggregate principal amount of One-Month LIBOR + 0.32% Class C Notes (any Swap Counterparties, all the "Class C Notes", and together with the Class A Notes Issuer's and the Class B NotesEligible Lender Trustee's right, title and, interest in and to, but none of its obligations under, the "Notes"), and to provide therefor the Issuer has duly authorized the execution and delivery of this Indenture. The Notes shall be entitled to payments of interest and principal as set forth herein. All things necessary to make the Notes, when executed by the Issuer and authenticated and delivered hereunder, the valid obligations of the Issuer, and to make this Indenture a valid agreement of the Issuer, in accordance with its terms, have been done.following:
Appears in 1 contract
Samples: Asset Backed Securities Corp
Recording of Indenture. 79 SECTION 11.14. Trust Obligation..................................... 79 SECTION 11.15. Communication by Noteholders with Other Noteholders.. 80 60 SECTION 11.16. Inspection........................................... 80 Trust Obligations.............................................61 SECTION 11.17. Agents of Issuer..................................... 80 No Petition...................................................61 SECTION 11.18. Survival of Representations and Warranties........... 80 Inspection....................................................61 SECTION 11.19. Conflict with Trust Indenture Act.................... 81 SECTION 11.20. Subordination........................................ 81 EXHIBITS Consents......................................................62 EXHIBIT A-1 - Form of Class A Notes A-1 Note EXHIBIT A-2 - Form of Class B Notes A-2 Note EXHIBIT A-3 - Form of Class C Notes Subordinate Note EXHIBIT B - Depository Agreement EXHIBIT C - Form of Section 3.9 Officers' Transferor Certificate EXHIBIT C Servicing Criteria to be Addressed in Assessment of Compliance EXHIBIT D - Form of Annual Certification of the Indenture Trustee EXHIBIT E Form of Noteholder's Statement Pursuant to Section 8.5 SCHEDULE 1 Perfection Representations, Warranties and Covenants INDENTURE, Investment Letter INDENTURE dated as of December 14April 19, 20061999, between GE Equipment Midticket LLC, Series 2006SMS STUDENT LOAN TRUST 1999-1B, a Delaware limited liability company trust (the "Issuer"), and The Bank of HSBC BANK USA, a New YorkYork banking corporation, as trustee and not in its individual capacity (the "Indenture Trustee"). The Issuer has duly authorized Each party agrees as follows for the issuance benefit of $1,053,773,000 in aggregate principal amount the other party and for the equal and ratable benefit of its Notes, consisting the holders of $218,000,000 aggregate principal amount of 5.30138% the Issuer's Class A-1 Floating Rate Asset-Backed Senior Notes (the "Class A-1 Notes"), $190,500,000 aggregate principal amount of 5.10% Class A-2 Floating Rate Asset-Backed Senior Notes (the "Class A-2 Notes"), $318,000,000 aggregate principal amount of One-Month LIBOR + 0.01% Class A-3 Notes (the "Class A-3 Notes") and $268,789,000 aggregate principal amount of One-Month LIBOR + 0.03% Class A-4 Notes (the "Class A-4 Notes" and, together with the Class A-1 Notes, the Class A-2 Notes and the Class A-3 Notes, the "Class A Senior Notes"), $34,248,000 aggregate principal amount of One) and Floating Rate Asset-Month LIBOR + 0.15% Class B Backed Subordinate Notes (the "Class B Subordinate Notes") and $24,236,000 aggregate principal amount of One-Month LIBOR + 0.32% Class C Notes (the "Class C Notes"" and, and together with the Class A Notes and the Class B Senior Notes, the "Notes")): GRANTING CLAUSE The Issuer (and, and with respect to provide therefor the Issuer has duly authorized legal title to the execution and delivery of this Indenture. The Notes shall be entitled to payments of interest and principal as set forth herein. All things necessary to make the Notes, when executed by the Issuer and authenticated and delivered hereunderFinanced Student Loans, the valid obligations Eligible Lender Trustee) hereby Grants to the Indenture Trustee at the Closing Date, as trustee for the benefit of the IssuerNoteholders and the Swap Counterparty, and to make this Indenture a valid agreement of all the Issuer's and the Eligible Lender Trustee's right, title and, interest in accordance with and to, but none of its termsobligations under, have been done.the following:
Appears in 1 contract
Recording of Indenture. 79 SECTION 11.14. Trust Obligation..................................... 79 SECTION 11.15. Communication by Noteholders with Other Noteholders.. 80 59 SECTION 11.16. Inspection........................................... 80 Trust Obligations.............................................59 SECTION 11.17. Agents of Issuer..................................... 80 No Petition...................................................59 SECTION 11.18. Survival of Representations and Warranties........... 80 Inspection....................................................60 SECTION 11.19. Conflict with Trust Indenture Act.................... 81 SECTION 11.20. Subordination........................................ 81 EXHIBITS Consents......................................................60 EXHIBIT A-1 - Form of Class A Notes A-1 Note EXHIBIT A-2 - Form of Class B Notes A-2 Note EXHIBIT A-3 - Form of Class C Notes Subordinate Note EXHIBIT B Form of Section 3.9 Officers' Certificate EXHIBIT C Servicing Criteria to be Addressed in Assessment of Compliance EXHIBIT D Form of Annual Certification of the Indenture Trustee EXHIBIT E Form of Noteholder's Statement Pursuant to Section 8.5 SCHEDULE 1 Perfection Representations, Warranties and Covenants INDENTURE, - Depository Agreement INDENTURE dated as of December 14January 1, 20062000, between GE Equipment Midticket LLC, Series 2006SMS STUDENT LOAN TRUST 2000-1A, a Delaware limited liability company trust (the "Issuer"), and The Bank of BANKERS TRUST COMPANY, a New YorkYork banking corporation, as trustee and not in its individual capacity (the "Indenture Trustee"). The Issuer has duly authorized Each party agrees as follows for the issuance benefit of $1,053,773,000 in aggregate principal amount the other party and for the equal and ratable benefit of its Notes, consisting the holders of $218,000,000 aggregate principal amount of 5.30138% the Issuer's Class A-1 Floating Rate Asset-Backed Senior Notes (the "Class A-1 Notes"), $190,500,000 aggregate principal amount of 5.10% Class A-2 Floating Rate Asset-Backed Senior Notes (the "Class A-2 Notes"), $318,000,000 aggregate principal amount of One-Month LIBOR + 0.01% Class A-3 Notes (the "Class A-3 Notes") and $268,789,000 aggregate principal amount of One-Month LIBOR + 0.03% Class A-4 Notes (the "Class A-4 Notes" and, together with the Class A-1 Notes, the Class A-2 Notes and the Class A-3 Notes, the "Class A Senior Notes"), $34,248,000 aggregate principal amount of One) and Floating Rate Asset-Month LIBOR + 0.15% Class B Backed Subordinate Notes (the "Class B Subordinate Notes") and $24,236,000 aggregate principal amount of One-Month LIBOR + 0.32% Class C Notes (the "Class C Notes"" and, and together with the Class A Notes and the Class B Senior Notes, the "Notes")): GRANTING CLAUSE The Issuer (and, and with respect to provide therefor the Issuer has duly authorized legal title to the execution and delivery of this Indenture. The Notes shall be entitled to payments of interest and principal as set forth herein. All things necessary to make the Notes, when executed by the Issuer and authenticated and delivered hereunderFinanced Student Loans, the valid obligations Eligible Lender Trustee) hereby Grants to the Indenture Trustee at the Closing Date, as trustee for the benefit of the IssuerNoteholders and any Swap Counterparties, and to make this Indenture a valid agreement of all the Issuer's and the Eligible Lender Trustee's right, title and, interest in accordance with and to, but none of its termsobligations under, have been done.the following:
Appears in 1 contract
Samples: SMS Student Loan Trust 2000-A
Recording of Indenture. 79 SECTION 11.14. 56 Section 11.16 Trust Obligation..................................... 79 SECTION 11.15. Communication by Noteholders with Other Noteholders.. 80 SECTION 11.16. .....................................56 Section 11.17 No Petition..........................................57 Section 11.18 Inspection........................................... 80 SECTION 11.17. Agents ...........................................57 Section 11.19 Limitation of Issuer..................................... 80 SECTION 11.18. Survival Liability of Representations and Warranties........... 80 SECTION 11.19. Conflict with Trust Indenture Act.................... 81 SECTION 11.20. Subordination........................................ 81 Owner Trustee.............57 Section 11.20 Certain Matters Regarding the Insurer................57 EXHIBITS EXHIBIT A-1 Schedule A - Schedule of Contracts Exhibit A - Form of Depository Agreement Exhibit B - Form of Class A Notes EXHIBIT A-2 A-1 Note Exhibit C - Form of Class B Notes EXHIBIT A-3 A-2 Note Exhibit D - Form of Class C Notes EXHIBIT B Form of Section 3.9 Officers' Certificate EXHIBIT C Servicing Criteria to be Addressed in Assessment of Compliance EXHIBIT D Form of Annual Certification of the Indenture Trustee EXHIBIT E Form of Noteholder's Statement Pursuant to Section 8.5 SCHEDULE 1 Perfection Representations, Warranties and Covenants INDENTURENote Assignment This Indenture, dated as of December 14September 1, 20061998, is between GE Equipment Midticket LLC, Series 2006Onyx Acceptance Owner Trust 1998-1B, a Delaware limited liability company business trust, as the Issuer, and The Chase Manhattan Bank, a New York banking corporation, as the Indenture Trustee. Each party agrees as follows for the benefit of the other parties and for the equal and ratable benefit of the holders of the Issuer's 5.60% Auto Loan Backed Notes, Class A-1 (the "IssuerCLASS A-1 NOTES")) and 5.85% Auto Loan Backed Notes, and The Bank of New York, as trustee and not in its individual capacity Class A-2 (the "Indenture Trustee"). The Issuer has duly authorized the issuance of $1,053,773,000 in aggregate principal amount of its Notes, consisting of $218,000,000 aggregate principal amount of 5.30138% Class A-1 Notes (the "Class A-1 Notes"), $190,500,000 aggregate principal amount of 5.10% Class CLASS A-2 Notes (the "Class A-2 Notes"), $318,000,000 aggregate principal amount of One-Month LIBOR + 0.01% Class A-3 Notes (the "Class A-3 Notes") and $268,789,000 aggregate principal amount of One-Month LIBOR + 0.03% Class A-4 Notes (the "Class A-4 Notes" andNOTES"and, together with the Class A-1 Notes, the Class A-2 "NOTES"): GRANTING CLAUSE The Issuer hereby Grants to the Indenture Trustee on behalf of the Trust on the Closing Date, on behalf of and for the benefit of the Holders of the Notes and the Class A-3 Insurer, without recourse, all of the Issuer's right, title and interest in, to and under the Collateral. The foregoing Grant is made in trust to secure the payment of principal of and interest on, and any other amounts owing in respect of, the Notes, the "Class A Notes")equally and ratably without prejudice, $34,248,000 aggregate principal amount of One-Month LIBOR + 0.15% Class B Notes (the "Class B Notes") and $24,236,000 aggregate principal amount of One-Month LIBOR + 0.32% Class C Notes (the "Class C Notes"priority or distinction, and together to secure compliance with the Class A provisions of this Indenture and the Insurance Agreement, all as provided in this Indenture and the Insurance Agreement. The Indenture Trustee, as Indenture Trustee on behalf of the Holders of the Notes and the Class B NotesInsurer, acknowledges such Grant, accepts the "Notes"), and to provide therefor the Issuer has duly authorized the execution and delivery of this Indenture. The Notes shall be entitled to payments of interest and principal as set forth herein. All things necessary to make the Notes, when executed by the Issuer and authenticated and delivered hereunder, the valid obligations of the Issuer, and to make trusts under this Indenture a valid agreement of the Issuer, in accordance with the provisions of this Indenture and agrees to perform its terms, have been doneduties required in this Indenture to the best of its ability to the end that the interests of the Holders of the Notes may be adequately and effectively protected.
Appears in 1 contract
Recording of Indenture. 79 SECTION 11.14. Trust Obligation..................................... 79 SECTION 11.15. Communication by Noteholders with Other Noteholders.. 80 SECTION 55 Section 11.16. Inspection........................................... 80 SECTION Issuer Obligations........................................55 Section 11.17. Agents of Issuer..................................... 80 SECTION No Petition...............................................56 Section 11.18. Survival Inspection................................................56 SCHEDULE I Schedule of Representations and Warranties........... 80 SECTION 11.19. Conflict with Trust Indenture Act.................... 81 SECTION 11.20. Subordination........................................ 81 EXHIBITS Home Loans EXHIBIT A-1 Form A Forms of Class A Notes EXHIBIT A-2 Form of Class B Notes EXHIBIT A-3 Form of Class C Notes EXHIBIT B Form of Section 3.9 Officers' Certificate EXHIBIT C Servicing Criteria to be Addressed in Assessment of Compliance EXHIBIT D Form of Annual Certification of the Indenture Trustee EXHIBIT E Form of Noteholder's Statement Pursuant to Section 8.5 SCHEDULE 1 Perfection Representations, Warranties and Covenants INDENTURE, INDENTURE dated as of December 14June 1, 20061998, between GE Equipment Midticket LLC, Series 2006FIRSTPLUS Home Loan Owner Trust 1998-14, a Delaware limited liability company business trust (the "Issuer"), and The U.S. Bank of New YorkNational Association, a national banking association, as trustee and not in its individual capacity (the "Indenture Trustee"). The Each party agrees as follows for the benefit of the other party and for the equal and ratable benefit of the holders of the Notes: GRANTING CLAUSE Subject to the terms of this Indenture, the Issuer has duly authorized hereby Grants to the issuance Indenture Trustee at the Closing Date, as Indenture Trustee for the benefit of $1,053,773,000 in aggregate principal amount the holders of its the Notes, consisting all of $218,000,000 aggregate principal amount the Issuer's right, title and interest in and to: (i) the Trust Estate (as defined in the Sale and Servicing Agreement); (ii) the Sale and Servicing Agreement (including the Issuer's right to cause the Transferor and/or the Seller to repurchase Home Loans from the Issuer under certain circumstances described therein); (iii) all present and future claims, demands, causes of 5.30138% Class A-1 Notes action and choses in action in respect of any or all of the foregoing and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all of the foregoing, including all proceeds of the conversion thereof, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoing; (iv) the "Class A-1 Notes")Trust Accounts, $190,500,000 aggregate principal amount of 5.10% Class A-2 Notes (all amounts and property in the "Class A-2 Notes")Trust Accounts from time to time, $318,000,000 aggregate principal amount of One-Month LIBOR + 0.01% Class A-3 Notes (the "Class A-3 Notes") and $268,789,000 aggregate principal amount of One-Month LIBOR + 0.03% Class A-4 Notes (the "Class A-4 Notes" and, together with the Class A-1 Notes, the Class A-2 Notes and the Class A-3 NotesSecurity Entitlements to all Financial Assets credited to the Trust Accounts from time to time and (v) all other property of the Trust from time to time (collectively, the "Class A NotesCollateral"), $34,248,000 aggregate . The foregoing Grant is made in trust to secure the payment of principal amount of One-Month LIBOR + 0.15% Class B Notes (the "Class B Notes") and $24,236,000 aggregate principal amount of One-Month LIBOR + 0.32% Class C Notes (the "Class C Notes"interest on, and together with any other amounts owing in respect of, the Class A Notes and the Class B Notes, the "Notes")equally and ratably without prejudice, priority or distinction, and to provide therefor secure compliance with the Issuer has duly authorized the execution and delivery provisions of this Indenture, all as provided in this Indenture. The Indenture Trustee, as Indenture Trustee on behalf of the holders of the Notes, acknowledges such Grant, accepts the trusts hereunder and agrees to perform the duties required of it in this Indenture to the best of its ability to the end that the interests of the holders of the Notes may be adequately and effectively protected. The Indenture Trustee agrees and acknowledges that the Indenture Trustee's Home Loan Files will be held by the Custodian for the benefit of the Indenture Trustee in Dallas, Texas. The Indenture Trustee further agrees and acknowledges that each other item of Collateral that is physically delivered to the Indenture Trustee will be held by the Indenture Trustee in St. Paul, Minnesota. Subject to the conditions set forth in this Inxxxxure, on each Subsequent Transfer Date and pursuant to a Subsequent Transfer Agreement, the Issuer shall be entitled Grant to payments the Indenture Trustee all of the Issuer's right, title and interest of the Issuer in and to each Subsequent Home Loan (including all interest and principal as set forth herein. All things necessary thereon received after the related Cut-Off Date) identified on the schedule attached to make the Notes, when executed by related Subsequent Transfer Agreement and all items in the Issuer and authenticated and delivered hereunder, the valid obligations of the Issuer, and to make this related Indenture a valid agreement of the Issuer, in accordance with its terms, have been doneTrustee's Home Loan File.
Appears in 1 contract
Recording of Indenture. 79 11-6 SECTION 11.1411.16. Trust Obligation..................................... 79 SECTION 11.15. Communication by Noteholders with Other Noteholders.. 80 SECTION 11.16. Inspection........................................... 80 .........................................11-7 SECTION 11.17. Agents of Issuer..................................... 80 No Petition..............................................11-7 SECTION 11.18. Survival Inspection...............................................11-7 Exhibit A Schedule of Representations and Warranties........... 80 SECTION 11.19. Conflict with Trust Indenture Act.................... 81 SECTION 11.20. Subordination........................................ 81 EXHIBITS EXHIBIT A-1 Contracts Exhibit B Form of Depository Agreement Exhibit C-1 Form of Class A Notes EXHIBIT A-2 A-1 Note Exhibit C-2 Form of Class B Notes EXHIBIT A-3 A-2 Note Exhibit C-3 Form of Class C Notes EXHIBIT B A-3 Note Exhibit C-4 Form of Section 3.9 Officers' Certificate EXHIBIT C Servicing Criteria to be Addressed in Assessment of Compliance EXHIBIT D Form of Annual Certification of the Indenture Trustee EXHIBIT E Form of Noteholder's Statement Pursuant to Section 8.5 SCHEDULE 1 Perfection Representations, Warranties and Covenants Class A-4 Note INDENTURE, dated as of December 14September 1, 20061996, between GE Green Tree Recreational, Equipment Midticket LLC, Series 2006& Consumer Trust 1996-1C, a Delaware limited liability company business trust (the "Issuer"), and The Bank First Trust National Association, a national banking association organized and existing under the laws of New Yorkthe United States of America, in its capacities as trustee (the "Trustee") and not in its individual capacity (capacity. Each party agrees as follows for the "Indenture Trustee"). The Issuer has duly authorized benefit of the issuance other party and for the equal and ratable benefit of $1,053,773,000 in aggregate principal amount the Holders of its Notes, consisting of $218,000,000 aggregate principal amount of 5.30138% the Issuer's Class A-1 Floating Rate Asset-Backed Notes (the "Class A-1 Notes"), $190,500,000 aggregate principal amount of 5.10% Class A-2 Floating Rate Asset-Backed Notes (the "Class A-2 Notes"), $318,000,000 aggregate principal amount of One-Month LIBOR + 0.01% Class A-3 Floating Rate Asset- Backed Notes (the "Class A-3 Notes") ), and $268,789,000 aggregate principal amount of One-Month LIBOR + 0.03% Class A-4 Floating Rate Asset-Backed Notes (the "Class A-4 Notes" and, together with ") (the Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes and the Class A-3 Notes, the "Class A Notes"), $34,248,000 aggregate principal amount of One-Month LIBOR + 0.15% Class B A-4 Notes (the "Class B Notes") and $24,236,000 aggregate principal amount of One-Month LIBOR + 0.32% Class C Notes (the "Class C Notes", and together with the Class A Notes and the Class B Notes, are referred to collectively as the "Notes")): As security for the payment and performance by the Issuer of its obligations under this Indenture and the Notes, and to provide therefor the Issuer has duly authorized agreed to assign the execution and delivery of this Indenture. The Notes shall be entitled to payments of interest and principal Indenture Collateral (as set forth herein. All things necessary to make defined below) as collateral for the Notes, when executed by the Issuer and authenticated and delivered hereunder, the valid obligations benefit of the Issuer, and to make this Indenture a valid agreement Trustee on behalf of the Issuer, in accordance with its terms, have been doneNoteholders.
Appears in 1 contract
Recording of Indenture. 79 SECTION 11.14. Trust Obligation..................................... 79 SECTION 11.15. Communication by Noteholders with Other Noteholders.. 80 40 SECTION 11.16. Inspection........................................... 80 Issuer Obligation.........................................................40 SECTION 11.17. Agents of Issuer..................................... 80 No Petition...............................................................40 SECTION 11.18. Survival of Representations and Warranties........... 80 SECTION 11.19. Conflict with Trust Indenture Act.................... 81 SECTION 11.20. Subordination........................................ 81 EXHIBITS EXHIBIT A-1 Form of Class A Notes EXHIBIT A-2 Form of Class B Notes EXHIBIT A-3 Form of Class C Notes EXHIBIT B Form of Section 3.9 Officers' Certificate EXHIBIT C Servicing Criteria to be Addressed in Assessment of Compliance EXHIBIT D Form of Annual Certification of the Indenture Trustee EXHIBIT E Form of Noteholder's Statement Pursuant to Section 8.5 SCHEDULE 1 Perfection Representations, Warranties and Covenants Inspection................................................................40 SECOND AMENDED AND RESTATED INDENTURE, dated as of December 14April 13, 20062005 (as amended, between GE Equipment Midticket LLCsupplemented or otherwise modified from time to time in accordance with the terms hereof, Series 2006-1this "INDENTURE"), is made among CPS Warehouse Trust, a Delaware limited liability company statutory trust (the "IssuerISSUER"), WestLB AG (f/k/a Westdeutsche Landesbank Girozentrale) ("WESTLB"), as Controlling Party (in such capacity, the "CONTROLLING PARTY"), and The Wxxxx Fargo Bank, National Association ("WXXXX FARGO"), a national banking association, as successor-by-merger to Wxxxx Fargo Bank of New YorkMinnesota, National Association, as successor in interest to Bank One Trust Company, N.A., as trustee and not (in its individual capacity (such capacity, the "Indenture TrusteeTRUSTEE"). The Issuer has duly authorized Issuer, WestLB and the issuance Trustee (collectively, the "AMENDING PARTIES") are party to that certain Indenture, dated as of $1,053,773,000 in aggregate principal amount March 7, 2002 (as amended and supplemented, the "ORIGINAL INDENTURE"), which Original Indenture was amended and restated as of its NotesNovember 30, consisting of $218,000,000 aggregate principal amount of 5.30138% Class A-1 Notes 2004 (the "Class A-1 NotesAMENDED AND RESTATED INDENTURE"), $190,500,000 aggregate principal amount pursuant to which the Issuer issued its Floating Rate Variable Funding Note (as amended and restated, the "AMENDED AND RESTATED NOTE"). The Holder of 5.10% Class A-2 Notes the Amended and Restated Note received the benefit of a financial guaranty insurance policy (the "Class A-2 NotesNOTE POLICY")) issued by XL Capital Insurance Inc. ("XL") on the Closing Date, $318,000,000 aggregate principal amount pursuant to which XL guaranteed certain payments with respect to the Amended and Restated Note. As of Onethe date hereof, XL is being released, and releasing, as applicable, all of its rights, duties and obligations under the Note Policy, the Amended and Restated Indenture (including its right to consent to this Indenture) and the other Basic Documents. In connection with the above-Month LIBOR + 0.01% Class A-3 Notes described transactions, the Amending Parties desire to amend and restate the Amended and Restated Indenture in its entirety. Each party hereto agrees as follows for the benefit of the other parties and for the benefit of the Holder of the Issuer's Floating Rate Variable Funding Note (the "Class A-3 NotesNOTE") ): To secure the payment of principal of and $268,789,000 aggregate principal amount of One-Month LIBOR + 0.03% Class A-4 Notes (the "Class A-4 Notes" and, together with the Class A-1 Notes, the Class A-2 Notes and the Class A-3 Notes, the "Class A Notes"), $34,248,000 aggregate principal amount of One-Month LIBOR + 0.15% Class B Notes (the "Class B Notes") and $24,236,000 aggregate principal amount of One-Month LIBOR + 0.32% Class C Notes (the "Class C Notes"interest on, and together with any other amounts owing in respect of the Class A Notes and the Class B Notes, the "Notes")Note, and to provide therefor secure compliance with this Indenture, the Issuer has duly authorized agreed to pledge the execution and delivery of this Indenture. The Notes shall be entitled Collateral (as defined below) as collateral to payments of interest and principal as set forth herein. All things necessary to make the Notes, when executed by Trustee for the Issuer and authenticated and delivered hereunder, the valid obligations benefit of the Issuer, and to make this Indenture a valid agreement of the Issuer, in accordance with its terms, have been doneNoteholder (as defined below).
Appears in 1 contract
Samples: Consumer Portfolio Services Inc
Recording of Indenture. 79 SECTION 11.14. Trust Obligation..................................... 79 SECTION 11.15. Communication by Noteholders with Other Noteholders.. 80 74 SECTION 11.16. Inspection........................................... 80 Trust Obligations...........................................75 SECTION 11.17. Agents of Issuer..................................... 80 No Petition.................................................75 SECTION 11.18. Survival of Representations and Warranties........... 80 Inspection..................................................75 SECTION 11.19. Conflict with Trust Indenture Act.................... 81 Third-Party Beneficiaries...................................75 SECTION 11.20. Subordination........................................ 81 EXHIBITS Rights of the Securities Insurer to Exercise Rights of Noteholders............................................76 APPENDIX A Definitions and Usage SCHEDULE A Schedule of Initial Financed Student Loans SCHEDULE B Schedule of Additional Student Loans SCHEDULE C Location of Financed Student Loan Files EXHIBIT A-1 Form of Class A Notes I-A-1 Note EXHIBIT A-2 Form of Class B Notes I-A-2 Note EXHIBIT A-3 Form of Class C Notes I-B Note EXHIBIT B A-4 Form of Section 3.9 Officers' Certificate Class II-A-1 Note EXHIBIT C Servicing Criteria to be Addressed in Assessment of Compliance EXHIBIT D A-5 Form of Annual Certification of the Indenture Trustee EXHIBIT E Form of Noteholder's Statement Pursuant to Section 8.5 SCHEDULE 1 Perfection Representations, Warranties and Covenants INDENTURE, Class II-A-2 Note INDENTURE dated as of December 14September 1, 20062000, between GE Equipment Midticket LLC, Series 2006KEYCORP STUDENT LOAN TRUST 2001-1A, a Delaware limited liability company business trust (the "Issuer"), and The Bank of THE CHASE MANHATTAN BANK, a New YorkYork banking corporation, as trustee and not in its individual capacity (the "Indenture Trustee"). The Issuer has duly authorized Each party agrees as follows for the issuance benefit of $1,053,773,000 in aggregate principal amount the other party and for the equal and ratable benefit of its Notes, consisting the holders of $218,000,000 aggregate principal amount of 5.30138% the Issuer's Floating Rate Class I-A-1 Asset Backed Notes (the "Class I-A-1 Notes"), $190,500,000 aggregate principal amount of 5.10% Floating Rate Class I-A-2 Asset Backed Notes (the "Class I-A-2 Notes"), $318,000,000 aggregate principal amount of OneFloating Rate Class I-Month LIBOR + 0.01% Class A-3 B Asset Backed Notes (the "Class A-3 I-B Notes") and $268,789,000 aggregate principal amount of One), Floating Rate Class II-Month LIBOR + 0.03% Class A-4 A-1 Asset Backed Notes (the "Class A-4 II-A-1 Notes"), and Floating Rate Class II-A-2 Asset Backed Notes (the "Class II-A-2 Notes" and, and together with the Class I-A-1 Notes, the Class I-A-2 Notes, the Class I-B Notes and the Class A-3 Notes, the "Class A Notes"), $34,248,000 aggregate principal amount of OneII-Month LIBOR + 0.15% Class B Notes (the "Class B Notes") and $24,236,000 aggregate principal amount of One-Month LIBOR + 0.32% Class C Notes (the "Class C Notes", and together with the Class A Notes and the Class B A-1 Notes, the "Notes")): GRANTING CLAUSE The Issuer (and, and with respect to provide therefor the Issuer has duly authorized the execution and delivery of this Indenture. The Notes shall be entitled to payments of interest and principal as set forth herein. All things necessary to make the Notes, when executed by the Issuer and authenticated and delivered hereunderFinanced Student Loans, the valid obligations Eligible Lender Trustee on behalf of the Issuer) hereby Grants to the Indenture Trustee at the Closing Date, as trustee for the benefit of the holders of the Group I and Group II Notes, the Securities Insurer and the Swap Counterparty, as their interests may appear herein all the Issuer's right, title and interest in and to make this Indenture a valid agreement of the Issuer, in accordance with its terms, have been done.following:
Appears in 1 contract
Recording of Indenture. 79 SECTION 11.14. Trust Obligation..................................... 79 SECTION 11.15. Communication by Noteholders with Other Noteholders.. 80 54 SECTION 11.16. Inspection........................................... 80 Trust Obligations..............................................55 SECTION 11.17. Agents of Issuer..................................... 80 No Petition....................................................55 SECTION 11.18. Survival Inspection.....................................................55 APPENDIX A Definitions and Usage SCHEDULE A Schedule of Representations and Warranties........... 80 SECTION 11.19. Conflict with Trust Indenture Act.................... 81 SECTION 11.20. Subordination........................................ 81 EXHIBITS Initial Financed Student Loans SCHEDULE B Schedule of Additional Student Loans SCHEDULE C Location of Financed Student Loan Files EXHIBIT A-1 Form of Class A Notes ____ Note EXHIBIT A-2 Form of Class B Notes EXHIBIT A-3 Form of Class C Notes EXHIBIT B Form of Section 3.9 Officers' Certificate EXHIBIT C Servicing Criteria to be Addressed in Assessment of Compliance EXHIBIT D Form of Annual Certification of the Indenture Trustee EXHIBIT E Form of Noteholder's Statement Pursuant to Section 8.5 SCHEDULE 1 Perfection Representations, Warranties and Covenants INDENTURE, ____ Note INDENTURE dated as of December 14____________, 2006_____, between GE Equipment Midticket LLC, Series 2006MELLON STUDENT LOAN TRUST ____-1__, a Delaware limited liability company business trust (the "Issuer"), and The Bank of New York_______________, a _________ banking corporation, as trustee and not in its individual capacity (the "Indenture Trustee"). The Issuer has duly authorized Each party agrees as follows for the issuance benefit of $1,053,773,000 in aggregate principal amount the other party and for the equal and ratable benefit of its Notes, consisting the holders of $218,000,000 aggregate principal amount of 5.30138% the Issuer's Floating Rate Class A-1 ____ Asset Backed Notes (the "Class A-1 ____ Notes"), $190,500,000 aggregate principal amount of 5.10% the Issuer's Class A-2 ____ Asset Backed Notes (the "Class A-2 Notes"), $318,000,000 aggregate principal amount of One-Month LIBOR + 0.01% Class A-3 Notes (the "Class A-3 Notes") and $268,789,000 aggregate principal amount of One-Month LIBOR + 0.03% Class A-4 Notes (the "Class A-4 Notes" and, together with the Class A-1 Notes, the Class A-2 Notes and the Class A-3 Notes, the "Class A Notes"), $34,248,000 aggregate principal amount of One-Month LIBOR + 0.15% Class B Notes (the "Class B Notes") and $24,236,000 aggregate principal amount of One-Month LIBOR + 0.32% Class C Notes (the "Class C ____ Notes", and together with the Class A Notes and the Class B ____ Notes, the "Notes")): GRANTING CLAUSE The Issuer (and, and with respect to provide therefor the Issuer has duly authorized Financed Student Loans, the execution and delivery Eligible Lender Trustee) hereby Grants to the Indenture Trustee at the Closing Date, as trustee for the benefit of this Indenture. The Notes shall be entitled to payments the holders of interest and principal as set forth herein. All things necessary to make the Notes, when executed by the Issuer and authenticated and delivered hereunder, the valid obligations of all the Issuer's right, title and interest in and to make this Indenture a valid agreement of the Issuer, in accordance with its terms, have been done.following:
Appears in 1 contract
Samples: Mellon Bank N A
Recording of Indenture. 79 SECTION 11.14. Trust Obligation..................................... 79 SECTION 11.15. Communication by Noteholders with Other Noteholders.. 80 SECTION 49 Section 11.16. Inspection........................................... 80 SECTION Issuer Obligations......................................49 Section 11.17. Agents of Issuer..................................... 80 SECTION No Petition.............................................49 Section 11.18. Survival Inspection..............................................49 SCHEDULE I Schedule of Representations and Warranties........... 80 SECTION 11.19. Conflict with Trust Indenture Act.................... 81 SECTION 11.20. Subordination........................................ 81 EXHIBITS Home Loans EXHIBIT A-1 Form A Forms of Class A Notes EXHIBIT A-2 Form of Class B Notes EXHIBIT A-3 Form of Class C Notes EXHIBIT B Form of Section 3.9 Officers' Certificate EXHIBIT C Servicing Criteria to be Addressed in Assessment of Compliance EXHIBIT D Form of Annual Certification of the Indenture Trustee EXHIBIT E Form of Noteholder's Statement Pursuant to Section 8.5 SCHEDULE 1 Perfection Representations, Warranties and Covenants INDENTURE, INDENTURE dated as of December 14March 1, 20061999, between GE Equipment Midticket LLC, Series 2006United National Home Loan Owner Trust 1999-1, a Delaware limited liability company business trust (the "Issuer"), and The U.S. Bank of New YorkNational Association, a national banking association, as trustee and not in its individual capacity (the "Indenture Trustee"). The Each party agrees as follows for the benefit of the other party and for the equal and ratable benefit of the holders of the Notes: GRANTING CLAUSE Subject to the terms of this Indenture, the Issuer has duly authorized hereby Grants to the issuance Indenture Trustee at the Closing Date, as Indenture Trustee for the benefit of $1,053,773,000 in aggregate principal amount the holders of its the Notes, consisting all of $218,000,000 aggregate principal amount the Issuer's right, title and interest in and to: (i) the Trust Estate (as defined in the Sale and Servicing Agreement); (ii) the Sale and Servicing Agreement (including the Issuer's right to cause the Seller to repurchase Home Loans from the Issuer under certain circumstances described therein); (iii) all present and future claims, demands, causes of 5.30138% Class A-1 Notes action and choses in action in respect of any or all of the foregoing and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all of the foregoing, including all proceeds of the conversion thereof, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoing; (iv) the "Class A-1 Notes")Trust Accounts, $190,500,000 aggregate principal amount of 5.10% Class A-2 Notes (all amounts and property in the "Class A-2 Notes")Trust Accounts from time to time, $318,000,000 aggregate principal amount of One-Month LIBOR + 0.01% Class A-3 Notes (the "Class A-3 Notes") and $268,789,000 aggregate principal amount of One-Month LIBOR + 0.03% Class A-4 Notes (the "Class A-4 Notes" and, together with the Class A-1 Notes, the Class A-2 Notes and the Class A-3 NotesSecurity Entitlements to all Financial Assets credited to the Trust Accounts from time to time and (v) all other property of the Trust from time to time (collectively, the "Class A NotesCollateral"), $34,248,000 aggregate . The foregoing Grant is made in trust to secure the payment of principal amount of One-Month LIBOR + 0.15% Class B Notes (the "Class B Notes") and $24,236,000 aggregate principal amount of One-Month LIBOR + 0.32% Class C Notes (the "Class C Notes"interest on, and together with any other amounts owing in respect of, the Class A Notes and the Class B Notes, the "Notes")equally and ratably without prejudice, priority or distinction, and to provide therefor secure compliance with the Issuer has duly authorized the execution and delivery provisions of this Indenture, all as provided in this Indenture. The Notes shall be entitled to payments Indenture Trustee, as Indenture Trustee on behalf of interest and principal as set forth herein. All things necessary to make the holders of the Notes, when executed acknowledges such Grant, accepts the trusts hereunder and agrees to perform the duties required of it in this Indenture to the best of its ability to the end that the interests of the holders of the Notes may be adequately and effectively protected. The Indenture Trustee agrees and acknowledges that the Home Loan Files will be held by the Issuer and authenticated and delivered hereunder, Custodian for the valid obligations benefit of the IssuerIndenture Trustee in St. Xxxx, Minnesota. The Indenture Trustee further agrees and acknowledges that each other item of Collateral that is physically delivered to make this the Indenture a valid agreement of Trustee will be held by the IssuerIndenture Trustee in St. Xxxx, in accordance with its terms, have been doneMinnesota.
Appears in 1 contract
Samples: Indenture (Bear Stearns Asset Backed Securities Inc)
Recording of Indenture. 79 SECTION 11.14. Trust Obligation..................................... 79 SECTION 11.15. Communication by Noteholders with Other Noteholders.. 80 SECTION 55 Section 11.16. Inspection........................................... 80 SECTION Issuer Obligations ...........................................56 Section 11.17. Agents of Issuer..................................... 80 SECTION No Petition ..................................................56 Section 11.18. Survival Inspection ...................................................56 SCHEDULE I Schedule of Representations and Warranties........... 80 SECTION 11.19. Conflict with Trust Indenture Act.................... 81 SECTION 11.20. Subordination........................................ 81 EXHIBITS Home Loans EXHIBIT A-1 Form A Forms of Class A Notes EXHIBIT A-2 Form of Class B Notes EXHIBIT A-3 Form of Class C Notes EXHIBIT B Form of Section 3.9 Officers' Certificate EXHIBIT C Servicing Criteria to be Addressed in Assessment of Compliance EXHIBIT D Form of Annual Certification of the Indenture Trustee EXHIBIT E Form of Noteholder's Statement Pursuant to Section 8.5 SCHEDULE 1 Perfection Representations, Warranties and Covenants INDENTURE, INDENTURE dated as of December 14August 1, 20061998, between GE Equipment Midticket LLC, Series 2006FIRSTPLUS Home Loan Owner Trust 1998-15, a Delaware limited liability company business trust (the "Issuer"), and The U.S. Bank of New YorkNational Association, a national banking association, as trustee and not in its individual capacity (the "Indenture Trustee"). The Each party agrees as follows for the benefit of the other party and for the equal and ratable benefit of the holders of the Notes: GRANTING CLAUSE Subject to the terms of this Indenture, the Issuer has duly authorized hereby Grants to the issuance Indenture Trustee at the Closing Date, as Indenture Trustee for the benefit of $1,053,773,000 in aggregate principal amount the holders of its the Notes, consisting all of $218,000,000 aggregate principal amount the Issuer's right, title and interest in and to: (i) the Trust Estate (as defined in the Sale and Servicing Agreement); (ii) the Sale and Servicing Agreement (including the Issuer's right to cause the Transferor and/or the Seller to repurchase Home Loans from the Issuer under certain circumstances described therein); (iii) all present and future claims, demands, causes of 5.30138% Class A-1 Notes action and choses in action in respect of any or all of the foregoing and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all of the foregoing, including all proceeds of the conversion thereof, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoing; (iv) the "Class A-1 Notes")Trust Accounts, $190,500,000 aggregate principal amount of 5.10% Class A-2 Notes (all amounts and property in the "Class A-2 Notes")Trust Accounts from time to time, $318,000,000 aggregate principal amount of One-Month LIBOR + 0.01% Class A-3 Notes (the "Class A-3 Notes") and $268,789,000 aggregate principal amount of One-Month LIBOR + 0.03% Class A-4 Notes (the "Class A-4 Notes" and, together with the Class A-1 Notes, the Class A-2 Notes and the Class A-3 NotesSecurity Entitlements to all Financial Assets credited to the Trust Accounts from time to time and (v) all other property of the Trust from time to time (collectively, the "Class A NotesCollateral"), $34,248,000 aggregate . The foregoing Grant is made in trust to secure the payment of principal amount of One-Month LIBOR + 0.15% Class B Notes (the "Class B Notes") and $24,236,000 aggregate principal amount of One-Month LIBOR + 0.32% Class C Notes (the "Class C Notes"interest on, and together with any other amounts owing in respect of, the Class A Notes and the Class B Notes, the "Notes")equally and ratably without prejudice, priority or distinction, and to provide therefor secure compliance with the Issuer has duly authorized the execution and delivery provisions of this Indenture, all as provided in this Indenture. The Indenture Trustee, as Indenture Trustee on behalf of the holders of the Notes, acknowledges such Grant, accepts the trusts hereunder and agrees to perform the duties required of it in this Indenture to the best of its ability to the end that the interests of the holders of the Notes may be adequately and effectively protected. The Indenture Trustee agrees and acknowledges that the Indenture Trustee's Home Loan Files will be held by the Custodian for the benefit of the Indenture Trustee in Dallas, Texas. The Indenture Trustee further agrees and acknowledges that each other item of Collateral that is physically delivered to the Indenture Trustee will be held by the Indenture Trustee in St. Xxxx, Minnesota. Subject to the conditions set forth in this Indenture, on each Subsequent Transfer Date and pursuant to a Subsequent Transfer Agreement, the Issuer shall be entitled Grant to payments the Indenture Trustee all of the Issuer's right, title and interest of the Issuer in and to each Subsequent Home Loan (including all interest and principal as set forth herein. All things necessary thereon received after the related Cut-Off Date) identified on the schedule attached to make the Notes, when executed by related Subsequent Transfer Agreement and all items in the Issuer and authenticated and delivered hereunder, the valid obligations of the Issuer, and to make this related Indenture a valid agreement of the Issuer, in accordance with its terms, have been doneTrustee's Home Loan File.
Appears in 1 contract
Recording of Indenture. 79 SECTION 11.14. Trust Obligation..................................... 79 SECTION 11.15. Communication by Noteholders with Other Noteholders.. 80 60 SECTION 11.16. Inspection........................................... 80 Trust Obligations.............................................60 SECTION 11.17. Agents of Issuer..................................... 80 No Petition...................................................60 SECTION 11.18. Survival Inspection....................................................60 APPENDIX A Definitions and Usage SCHEDULE A Schedule of Representations and Warranties........... 80 SECTION 11.19. Conflict with Trust Indenture Act.................... 81 SECTION 11.20. Subordination........................................ 81 EXHIBITS Initial Financed Student Loans SCHEDULE B Schedule of Additional Student Loans SCHEDULE C Location of Financed Student Loan Files EXHIBIT A-1 Form of Class A Notes A-1 Note EXHIBIT A-2 Form of Class B Notes A-2 Note EXHIBIT A-3 Form of Class C Notes M Note EXHIBIT B Form of Section 3.9 Officers' Certificate EXHIBIT C Servicing Criteria to be Addressed in Assessment of Compliance EXHIBIT D Form of Annual Certification of the Indenture Trustee EXHIBIT E Form of Noteholder's Statement Pursuant to Section 8.5 SCHEDULE 1 Perfection Representations, Warranties and Covenants INDENTURE, Note Depository Agreement INDENTURE dated as of December 14September 1, 20061999, between GE Equipment Midticket LLC, Series 2006KEYCORP STUDENT LOAN TRUST 1999-1B, a Delaware limited liability company New York trust (the "Issuer"), and The Bank of BANKERS TRUST COMPANY, a New YorkYork banking corporation, as trustee and not in its individual capacity (the "Indenture Trustee"). The Issuer has duly authorized Each party agrees as follows for the issuance benefit of $1,053,773,000 in aggregate principal amount the other party and for the equal and ratable benefit of its Notes, consisting the holders of $218,000,000 aggregate principal amount of 5.30138% the Issuer's Floating Rate Class A-1 Asset Backed Notes (the "Class A-1 Notes"), $190,500,000 aggregate principal amount of 5.10% Floating Rate Class A-2 Asset Backed Notes (the "Class A-2 Notes"), $318,000,000 aggregate principal amount of One-Month LIBOR + 0.01% Class A-3 Notes (the "Class A-3 Notes") " and $268,789,000 aggregate principal amount of One-Month LIBOR + 0.03% Class A-4 Notes (the "Class A-4 Notes" and, together with the Class A-1 Notes, the Class A-2 Notes and the Class A-3 Notes, the "Class A Notes"), $34,248,000 aggregate principal amount of One-Month LIBOR + 0.15% and the Floating Rate Class B M Asset Backed Notes (the "Class B Notes") and $24,236,000 aggregate principal amount of One-Month LIBOR + 0.32% Class C Notes (the "Class C M Notes", and together with the Class A Notes and the Class B Notes, the "Notes")): GRANTING CLAUSE The Issuer (and, and with respect to provide therefor the Issuer has duly authorized Financed Student Loans, the execution and delivery Eligible Lender Trustee on behalf of this Indenture. The Notes shall be entitled the Issuer) hereby Grants to payments the Indenture Trustee at the Closing Date, as trustee for the benefit of interest and principal as set forth herein. All things necessary to make the holders of the Notes, when executed by the Issuer and authenticated and delivered hereunder, the valid obligations of all the Issuer's right, title and interest in and to make this Indenture a valid agreement of the Issuer, in accordance with its terms, have been done.following:
Appears in 1 contract
Samples: Key Bank Usa National Association
Recording of Indenture. 79 SECTION 11.14. Trust Obligation..................................... 79 SECTION 11.15. Communication by Noteholders with Other Noteholders.. 80 68 SECTION 11.16. Inspection........................................... 80 Trust Obligations............................ 68 SECTION 11.17. Agents of Issuer..................................... 80 No Petition.................................. 68 SECTION 11.18. Survival of Representations and Warranties........... 80 SECTION 11.19. Conflict with Trust Indenture Act.................... 81 SECTION 11.20. Subordination........................................ 81 EXHIBITS Inspection................................... 69 EXHIBIT A-1 - Form of Class A Notes Senior Note EXHIBIT A-2 - Form of Class Subordinate Note EXHIBIT B Notes - Senior Note Depository Agreement EXHIBIT A-3 C - Form of Class C Notes Transferor Certificate EXHIBIT B D - Form of Section 3.9 Officers' Certificate EXHIBIT C Servicing Criteria to be Addressed in Assessment of Compliance EXHIBIT D Form of Annual Certification of the Indenture Trustee EXHIBIT E Form of Noteholder's Statement Pursuant to Section 8.5 SCHEDULE 1 Perfection Representations, Warranties and Covenants INDENTURE, Investment Letter INDENTURE dated as of December 14April 1, 20061997, between GE Equipment Midticket LLC, Series 2006SMS STUDENT LOAN TRUST 1997-1A, a Delaware limited liability company trust (the "Issuer"), and The Bank of BANKERS TRUST COMPANY, a New YorkYork banking corporation, as trustee and not in its individual capacity (the "Indenture Trustee"). The Issuer has duly authorized Each party agrees as follows for the issuance benefit of $1,053,773,000 in aggregate principal amount the other party and for the equal and ratable benefit of its Notes, consisting the holders of $218,000,000 aggregate principal amount of 5.30138% Class A-1 the Issuer's Floating Rate Asset Backed Senior Notes (the "Class A-1 Senior Notes"), $190,500,000 aggregate principal amount of 5.10% Class A-2 ) and Floating Rate Asset Backed Subordinate Notes (the "Class A-2 Notes"), $318,000,000 aggregate principal amount of One-Month LIBOR + 0.01% Class A-3 Notes (the "Class A-3 Notes") and $268,789,000 aggregate principal amount of One-Month LIBOR + 0.03% Class A-4 Notes (the "Class A-4 Subordinate Notes" and, together with the Class A-1 Notes, the Class A-2 Notes and the Class A-3 Notes, the "Class A Notes"), $34,248,000 aggregate principal amount of One-Month LIBOR + 0.15% Class B Notes (the "Class B Notes") and $24,236,000 aggregate principal amount of One-Month LIBOR + 0.32% Class C Notes (the "Class C Notes", and together with the Class A Notes and the Class B Senior Notes, the "Notes")): GRANTING CLAUSE The Issuer (and, with respect to the Financed Student Loans, the Eligible Lender Trustee) hereby Grants to the Indenture Trustee at the Closing Date, as trustee for the benefit of the Noteholders, all the Issuer's right, title and interest in and to provide therefor the Issuer has duly authorized the execution and delivery of this Indenture. The Notes shall be entitled to payments of interest and principal as set forth herein. All things necessary to make the Notes, when executed by the Issuer and authenticated and delivered hereunder, the valid obligations of the Issuer, and to make this Indenture a valid agreement of the Issuer, in accordance with its terms, have been done.following:
Appears in 1 contract
Samples: Indenture (Usa Group Secondary Market Services Inc)
Recording of Indenture. 79 SECTION 11.14. Trust Obligation..................................... 79 SECTION 11.15. Communication by Noteholders with Other Noteholders.. 80 58 SECTION 11.16. Inspection........................................... 80 Trust Obligations...........................................59 SECTION 11.17. Agents of Issuer..................................... 80 No Petition.................................................59 SECTION 11.18. Survival of Representations and Warranties........... 80 Inspection..................................................59 SECTION 11.19. Conflict with Trust Indenture Act.................... 81 SECTION 11.20. Subordination........................................ 81 EXHIBITS Consents....................................................60 EXHIBIT A-1 - Form of Class A Notes A-1 Note EXHIBIT A-2 - Form of Class B Notes A-2 Note EXHIBIT A-3 - Form of Class C Notes Subordinate Note EXHIBIT B Form of Section 3.9 Officers' Certificate EXHIBIT C Servicing Criteria to be Addressed in Assessment of Compliance EXHIBIT D Form of Annual Certification of the Indenture Trustee EXHIBIT E Form of Noteholder's Statement Pursuant to Section 8.5 SCHEDULE 1 Perfection Representations, Warranties and Covenants INDENTURE, - Depository Agreement INDENTURE dated as of December 14April 1, 20062000, between GE Equipment Midticket LLC, Series 2006SMS STUDENT LOAN TRUST 2000-1B, a Delaware limited liability company trust (the "Issuer"), and The Bank of BANKERS TRUST COMPANY, a New YorkYork banking corporation, as trustee and not in its individual capacity (the "Indenture Trustee"). The Issuer has duly authorized Each party agrees as follows for the issuance benefit of $1,053,773,000 in aggregate principal amount the other party and for the equal and ratable benefit of its Notes, consisting the holders of $218,000,000 aggregate principal amount of 5.30138% the Issuer's Class A-1 Floating Rate Senior Asset-Backed Notes (the "Class A-1 Notes"), $190,500,000 aggregate principal amount of 5.10% Class A-2 Floating Rate Asset-Backed Senior Notes (the "Class A-2 Notes"), $318,000,000 aggregate principal amount of One-Month LIBOR + 0.01% Class A-3 Notes (the "Class A-3 Notes") and $268,789,000 aggregate principal amount of One-Month LIBOR + 0.03% Class A-4 Notes (the "Class A-4 Notes" and, together with the Class A-1 Notes, the Class A-2 Notes and the Class A-3 Notes, the "Class A Senior Notes"), $34,248,000 aggregate principal amount of One-Month LIBOR + 0.15% ) and Class B Floating Rate Asset-Backed Subordinate Notes (the "Class B Subordinate Notes") and $24,236,000 aggregate principal amount of One-Month LIBOR + 0.32% Class C Notes (the "Class C Notes"" and, and together with the Class A Notes and the Class B Senior Notes, the "Notes")): GRANTING CLAUSE The Issuer (and, and with respect to provide therefor the Issuer has duly authorized legal title to the execution and delivery of this Indenture. The Notes shall be entitled to payments of interest and principal as set forth herein. All things necessary to make the Notes, when executed by the Issuer and authenticated and delivered hereunderFinanced Student Loans, the valid obligations Eligible Lender Trustee) hereby Grants to the Indenture Trustee at the Closing Date, as trustee for the benefit of the IssuerNoteholders and any Swap Counterparties, and to make this Indenture a valid agreement of all the Issuer's and the Eligible Lender Trustee's right, title and, interest in accordance with and to, but none of its termsobligations under, have been done.the following:
Appears in 1 contract
Samples: SMS Student Loan Trust 2000-B
Recording of Indenture. 79 SECTION 11.14. Trust 61 Section 10.16 Issuer Obligation..................................... 79 SECTION 11.15. Communication by Noteholders with Other Noteholders.. 80 SECTION 11.16. ............................................................61 Section 10.17 No Petition..................................................................62 Section 10.18 Inspection........................................... 80 SECTION 11.17. Agents ...................................................................62 EXHIBITS Exhibit A-1 - Form of Issuer..................................... 80 SECTION 11.18. Survival Term Notes Exhibit A-2 - Form of Representations and Warranties........... 80 SECTION 11.19. Conflict with Trust Indenture Act.................... 81 SECTION 11.20. Subordination........................................ 81 EXHIBITS Variable Pay Revolving Notes Exhibit B - Form of 144A Investment Representation Exhibit C - Form of Advance Request Exhibit D - Form of Investor Representation Letter Exhibit E - Form of Transferor Letter Appendix A. - Definitions EXHIBIT A-1 Form of FORM OF TERM NOTES UNLESS THIS NOTE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION ("DTC"), TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY NOTE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN. THE PRINCIPAL OF THIS NOTE IS PAYABLE IN INSTALLMENTS AS SET FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING PRINCIPAL AMOUNT OF THIS NOTE AT ANY TIME MAY BE LESS THAN THE AMOUNT SHOWN ON THE FACE HEREOF. THIS NOTE DOES NOT REPRESENT AN INTEREST IN OR OBLIGATION OF THE SELLERS, THE DEPOSITOR, THE SERVICER, THE INDENTURE TRUSTEE, THE OWNER TRUSTEE OR GMAC MORTGAGE GROUP, INC. OR ANY OF THEIR RESPECTIVE AFFILIATES, EXCEPT AS EXPRESSLY PROVIDED IN THE INDENTURE OR THE OTHER BASIC DOCUMENTS. GMACM HOME EQUITY LOAN TRUST 2006-HE4 GMACM Home Equity Loan-Backed Note, Class A Notes EXHIBIT A-2 Form of Class B Notes EXHIBIT A-3 Form of Class C Notes EXHIBIT B Form of Section 3.9 Officers' Certificate EXHIBIT C Servicing Criteria to be Addressed in Assessment of Compliance EXHIBIT D Form of Annual Certification A-__ Registered Initial Note Balance: $_________ No. A-__-1 Note Rate: Variable CUSIP NO. _________ GMACM Home Equity Loan Trust 2006-HE4, a statutory trust duly organized and existing under the laws of the Indenture Trustee EXHIBIT E Form State of Noteholder's Statement Pursuant Delaware (herein referred to Section 8.5 SCHEDULE 1 Perfection Representations, Warranties and Covenants INDENTURE, dated as of December 14, 2006, between GE Equipment Midticket LLC, Series 2006-1, a Delaware limited liability company (the "Issuer"), for value received, hereby promises to pay to Cede & Co. or its registered assigns, the principal sum of __________________dollars ($_________), payable on each Payment Date in an amount equal to the pro rata portion allocable hereto (based on the Initial Note Balance specified above and The Bank the Initial Note Balance of New Yorkall Class A-__ Notes) of the aggregate amount, if any, payable from the Note Payment Account in respect of principal of the Class A-__ Notes (the "Notes") pursuant to Section 3.05 of the indenture dated as of September 27, 2006 (the "Indenture"), between the Issuer and JPMorgan Chase Bank, National Association, as indenture trustee and not in its individual capacity (the "Indenture Trustee"). The Issuer has duly authorized ; provided, however, that unless an Early Amortization Event (as defined in the issuance of $1,053,773,000 in aggregate Indenture) shall have occurred and be continuing, it is expected that the entire unpaid principal amount of its Notesthis Note shall be due and payable on the related Targeted Final Payment Date in accordance with the terms of the Indenture, consisting of $218,000,000 aggregate provided further that, the entire unpaid principal amount of 5.30138% Class A-1 this Note shall be due and payable on the Payment Date occurring in December 2036, in each case, to the extent not previously paid on a prior Payment Date. Capitalized terms used herein that are not otherwise defined shall have the meanings ascribed thereto in Appendix A to the Indenture. Interest on the Notes will be paid monthly on each Payment Date at the Note Rate for the related Interest Period subject to limitations that may result in Interest Shortfalls (as further described in the Indenture). Interest on this Note will accrue for each Payment Date from the most recent Payment Date on which interest has been paid (in the case of the first Payment Date, from the Closing Date) to but excluding such Payment Date. Interest will be computed on the basis of the actual number of days in each Interest Period and a year assumed to consist of 360 days. Principal of and interest on this Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts. All payments made by the Issuer with respect to this Note shall be applied first to interest due and payable on this Note as provided above and then to the unpaid principal of this Note. Unless the certificate of authentication hereon has been executed by the Indenture Trustee whose name appears below by manual signature, this Note shall not be entitled to any benefit under the Indenture, or be valid or obligatory for any purpose. This Note is one of a duly authorized issue of Notes of the Issuer, designated as its GMACM Home Equity Loan-Backed Notes, Series 2006-HE4 (the "Series 2006-HE4 Notes"), all issued under the Indenture, to which Indenture and all indentures supplemental thereto reference is hereby made for a statement of the respective rights and obligations thereunder of the Issuer, the Indenture Trustee and the Noteholders of the Series 2006-HE4 Notes. The Series 2006-HE4 Notes are subject to all terms of the Indenture. The Series 2006-HE4 Notes (the "Class A-1 Notes"), $190,500,000 aggregate principal amount of 5.10% Class A-2 Notes (the "Class A-2 Notes"), $318,000,000 aggregate principal amount of One-Month LIBOR + 0.01% Class A-3 Notes (the "Class A-3 Notes") are and $268,789,000 aggregate principal amount of One-Month LIBOR + 0.03% Class A-4 Notes (the "Class A-4 Notes" and, together with the Class A-1 Notes, the Class A-2 Notes will be equally and the Class A-3 Notes, the "Class A Notes"), $34,248,000 aggregate principal amount of One-Month LIBOR + 0.15% Class B Notes (the "Class B Notes") and $24,236,000 aggregate principal amount of One-Month LIBOR + 0.32% Class C Notes (the "Class C Notes", and together with the Class A Notes and the Class B Notes, the "Notes"), and to provide therefor the Issuer has duly authorized the execution and delivery of this Indenture. The Notes shall be entitled to payments of interest and principal as set forth herein. All things necessary to make the Notes, when executed ratably secured by the Issuer and authenticated and delivered hereunder, collateral pledged as security therefor as provided in the valid obligations of the Issuer, and to make this Indenture a valid agreement of the Issuer, in accordance with its terms, have been doneIndenture.
Appears in 1 contract
Recording of Indenture. 79 61 SECTION 11.1411.15. Trust Obligation..................................... 79 SECTION 11.15. Communication by Noteholders with Other Noteholders.. 80 ...................................................................... 61 SECTION 11.16. Inspection........................................... 80 No Petition........................................................................... 62 SECTION 11.17. Agents of Issuer..................................... 80 Inspection............................................................................ 62 SECTION 11.18. Survival of Representations and Warranties........... 80 Maximum Interest Payable.............................................................. 62 SECTION 11.19. Conflict with Trust Indenture Act.................... 81 No Legal Title in Holders............................................................. 63 SECTION 11.20. Subordination........................................ 81 EXHIBITS Third Party Beneficiary............................................................... 63 SECTION 11.21. Class A Insurer Control Rights........................................................ 63 EXHIBIT A-1 Exhibit A Form of Class A Notes EXHIBIT A-2 Form of Class B Notes EXHIBIT A-3 Form of Class C Notes EXHIBIT B Form of Section 3.9 Officers' Certificate EXHIBIT C Servicing Criteria to be Addressed in Assessment of Compliance EXHIBIT D Form of Annual Certification of the Indenture Trustee EXHIBIT E Form of Noteholder's Statement Pursuant to Section 8.5 Note SCHEDULE 1 Schedule A Perfection Representations, Warranties and Covenants INDENTURE, INDENTURE dated as of December 14June 27, 20062003, between GE Equipment Midticket LLC, Series 2006CREDIT ACCEPTANCE AUTO DEALER LOAN TRUST 2003-1, a Delaware limited liability company statutory trust (the "Issuer"), and The Bank of JPMORGAN CHASE BANK, a New YorkYork banking corporation, as trust collateral agent (the "Trust Collateral Agent") and as indenture trustee and not in its individual capacity (the "Indenture Trustee"). The Issuer has duly authorized Each party agrees as follows for the issuance benefit of the other party and for the equal and ratable benefit of the Holders of the Issuer's $1,053,773,000 in aggregate principal amount of its Notes, consisting of $218,000,000 aggregate principal amount of 5.30138100,000,000 Class A 2.77% Class A-1 Asset Backed Notes (the "Class A-1 Notes"), $190,500,000 aggregate principal amount of 5.10% Class A-2 Notes (the "Class A-2 Notes"), $318,000,000 aggregate principal amount of One-Month LIBOR + 0.01% Class A-3 Notes (the "Class A-3 Notes") and $268,789,000 aggregate principal amount of One-Month LIBOR + 0.03% Class A-4 Notes (the "Class A-4 Notes" and, together with the Class A-1 Notes, the Class A-2 Notes and the Class A-3 Notes, the "Class A Notes"), $34,248,000 aggregate principal amount of One-Month LIBOR + 0.15% Class B Notes (the "Class B Notes") and $24,236,000 aggregate principal amount of One-Month LIBOR + 0.32% Class C Notes (the "Class C Notes", and together with the Class A Notes Insurer: GRANTING CLAUSE The Issuer hereby grants to the Indenture Trustee for the benefit of itself and the Class B NotesA Insurer and the Class A Noteholders, the "Notes")as their respective interests may appear, and to provide therefor the Issuer has duly authorized the execution and delivery of this Indenture. The Notes shall be entitled to payments of a first-priority perfected security interest and principal as set forth herein. All things necessary to make the Notes, when executed by the Issuer and authenticated and delivered hereunder, the valid obligations in all property of the Issuer, and to make this Indenture a valid agreement including all of the Issuer's right, title and interest in accordance with its termsand to the following collateral (the "Collateral") now owned or hereafter acquired, have been done.which Collateral shall be held by the Trust Collateral Agent on behalf of the Indenture Trustee, subject to the lien of this Indenture:
Appears in 1 contract
Samples: Credit Acceptance Corporation
Recording of Indenture. 79 61 SECTION 11.1411.15. Trust Obligation..................................... 79 SECTION 11.15. Communication by Noteholders with Other Noteholders.. 80 ....................................... 61 SECTION 11.16. Inspection........................................... 80 No Petition............................................ 61 SECTION 11.17. Agents of Issuer..................................... 80 Inspection............................................. 62 SECTION 11.18. Survival of Representations and Warranties........... 80 SECTION 11.19. Conflict with Trust Indenture Act.................... 81 SECTION 11.20. Subordination........................................ 81 EXHIBITS Maximum Interest Payable............................... 62 -iv- TABLE OF CONTENTS (continued) EXHIBIT A-1 Exhibit A Form of Class A Notes EXHIBIT A-2 Form of Class B Notes EXHIBIT A-3 Form of Class C Notes EXHIBIT B Form of Section 3.9 Officers' Certificate EXHIBIT C Servicing Criteria to be Addressed in Assessment of Compliance EXHIBIT D Form of Annual Certification of the Indenture Trustee EXHIBIT E Form of Noteholder's Statement Pursuant to Section 8.5 Note SCHEDULE 1 Schedule A Perfection Representations, Warranties and Covenants INDENTURE, INDENTURE dated as of December 14April 18, 2006, between GE Equipment Midticket LLC, Series CREDIT ACCEPTANCE AUTO DEALER LOAN TRUST 2006-1, a Delaware limited liability company statutory trust (the "Issuer"), and The Bank of New YorkJPMORGAN CHASE BANK, N.A., a national banking association, as trust collateral agent (the "Trust Collateral Agent") and as indenture trustee and not in its individual capacity (the "Indenture Trustee"). The Issuer has duly authorized Each party agrees as follows for the issuance benefit of the other party and for the equal and ratable benefit of the Holders of the Issuer's $1,053,773,000 in aggregate principal amount of its Notes, consisting of $218,000,000 aggregate principal amount of 5.30138100,000,000 Class A 5.36% Class A-1 Asset Backed Notes (the "Class A-1 Notes"), $190,500,000 aggregate principal amount of 5.10% Class A-2 Notes (the "Class A-2 Notes"), $318,000,000 aggregate principal amount of One-Month LIBOR + 0.01% Class A-3 Notes (the "Class A-3 Notes") and $268,789,000 aggregate principal amount of One-Month LIBOR + 0.03% Class A-4 Notes (the "Class A-4 Notes" and, together with the Class A-1 Notes, the Class A-2 Notes and the Class A-3 Notes, the "Class A Notes"), $34,248,000 aggregate principal amount of One-Month LIBOR + 0.15% Class B Notes (the "Class B Notes") and $24,236,000 aggregate principal amount of One-Month LIBOR + 0.32% Class C Notes (the "Class C Notes", and together with the Class A Notes Insurer and the Backup Insurer: GRANTING CLAUSE The Issuer hereby grants to the Indenture Trustee for the benefit of itself, the Class A Insurer, the Backup Insurer and the Class B NotesA Noteholders, the "Notes")as their respective interests may appear, and to provide therefor the Issuer has duly authorized the execution and delivery of this Indenture. The Notes shall be entitled to payments of a first-priority perfected security interest and principal as set forth herein. All things necessary to make the Notes, when executed by the Issuer and authenticated and delivered hereunder, the valid obligations in all property of the Issuer, and to make this Indenture a valid agreement including all of the Issuer's right, title and interest in accordance with its termsand to the following collateral (the "Collateral") now owned or hereafter acquired, have been done.which Collateral shall be held by the Trust Collateral Agent on behalf of the Indenture Trustee, subject to the lien of this Indenture:
Appears in 1 contract
Samples: Credit Acceptance Corporation
Recording of Indenture. 79 SECTION 11.14. 56 Section 11.16 Trust Obligation..................................... 79 SECTION 11.15. Communication by Noteholders with Other Noteholders.. 80 SECTION 11.16. InspectionObligation ........................................... 80 SECTION 11.17. Agents 56 Section 11.17 No Petition ................................................ 57 Section 11.18 Inspection ................................................. 57 Section 11.19 Limitation of Issuer..................................... 80 SECTION 11.18. Survival Liability of Representations and Warranties........... 80 SECTION 11.19. Conflict with Trust Indenture Act.................... 81 SECTION 11.20. Subordination........................................ 81 Owner Trustee ................... 57 Section 11.20 Certain Matters Regarding the Insurer ...................... 57 EXHIBITS EXHIBIT A-1 Schedule A - Schedule of Contracts Exhibit A - Form of Depository Agreement Exhibit B - Form of Class A Notes EXHIBIT A-2 A-1 Note Exhibit C - Form of Class B Notes EXHIBIT A-3 A-2 Note Exhibit D - Form of Class C Notes EXHIBIT B A-3 Note Exhibit E - Form of Section 3.9 Officers' Certificate EXHIBIT C Servicing Criteria to be Addressed in Assessment of Compliance EXHIBIT D Class A-4 Note Exhibit F - Form of Annual Certification of the Indenture Trustee EXHIBIT E Form of Noteholder's Statement Pursuant to Section 8.5 SCHEDULE 1 Perfection Representations, Warranties and Covenants INDENTURENote Assignment This Indenture, dated as of December 14June 1, 20061998, is between GE Equipment Midticket LLC, Series 2006Onyx Acceptance Owner Trust 1998-1A, a Delaware limited liability company (business trust, as the "Issuer"), and The Bank of Chase Manhattan Bank, a New YorkYork banking corporation, as trustee and not in its individual capacity (the "Indenture Trustee"). The Issuer has duly authorized Each party agrees as follows for the issuance benefit of $1,053,773,000 in aggregate principal amount the other parties and for the equal and ratable benefit of its the holders of the Issuer's 5.60% Auto Loan Backed Notes, consisting of $218,000,000 aggregate principal amount of 5.30138% Class A-1 Notes (the "Class A-1 Notes"), $190,500,000 aggregate principal amount of 5.105.75% Auto Loan Backed Notes, Class A-2 Notes (the "Class A-2 Notes"), $318,000,000 aggregate principal amount of One-Month LIBOR + 0.015.85% Auto Loan Backed Notes, Class A-3 Notes (the "Class A-3 Notes") and $268,789,000 aggregate principal amount of One-Month LIBOR + 0.035.93% Auto Loan Backed Notes, Class A-4 Notes (the "Class A-4 Notes" and, together with the Class A-1 Notes, the Class A-2 Notes and the Class A-3 Notes, the "Class A Notes")): GRANTING CLAUSE The Issuer hereby Grants to the Indenture Trustee on behalf of the Trust on the Closing Date, $34,248,000 aggregate principal amount on behalf of One-Month LIBOR + 0.15% Class B Notes (and for the "Class B Notes") and $24,236,000 aggregate principal amount benefit of One-Month LIBOR + 0.32% Class C Notes (the "Class C Notes", and together with Holders of the Class A Notes and the Class B Insurer, without recourse, all of the Issuer's right, title and interest in, to and under the Collateral. The foregoing Grant is made in trust to secure the payment of principal of and interest on, and any other amounts owing in respect of, the Notes, the "Notes")equally and ratably without prejudice, priority or distinction, and to provide therefor secure compliance with the Issuer has duly authorized the execution and delivery provisions of this IndentureIndenture and the Insurance Agreement, all as provided in this Indenture and the Insurance Agreement. The Notes shall be entitled to payments of interest and principal Indenture Trustee, as set forth herein. All things necessary to make the Notes, when executed by the Issuer and authenticated and delivered hereunder, the valid obligations Indenture Trustee on behalf of the IssuerHolders of the Notes and the Insurer, and to make acknowledges such Grant, accepts the trusts under this Indenture a valid agreement of the Issuer, in accordance with the provisions of this Indenture and agrees to perform its terms, have been doneduties required in this Indenture to the best of its ability to the end that the interests of the Holders of the Notes may be adequately and effectively protected.
Appears in 1 contract
Samples: Onyx Acceptance Financial Corp
Recording of Indenture. 79 SECTION 11.14. Trust Obligation..................................... 79 SECTION 11.15. Communication by Noteholders with Other Noteholders.. 80 68 SECTION 11.16. Inspection........................................... 80 Trust Obligations......................... 68 SECTION 11.17. Agents of Issuer..................................... 80 No Petition............................... 68 SECTION 11.18. Survival of Representations and Warranties........... 80 Inspection................................ 68 SECTION 11.19. Conflict with Trust Indenture Act.................... 81 SECTION 11.20. Subordination........................................ 81 EXHIBITS Consents.................................. 69 EXHIBIT A-1 - Form of Class A Notes A-1 Note EXHIBIT A-2 - Form of Class B Notes A-2 Note EXHIBIT A-3 - Form of Class C Notes Subordinate Note EXHIBIT B - Senior Note Depository Agreement EXHIBIT C - Form of Section 3.9 Officers' Transferor Certificate EXHIBIT C Servicing Criteria to be Addressed in Assessment of Compliance EXHIBIT D - Form of Annual Certification of the Indenture Trustee EXHIBIT E Form of Noteholder's Statement Pursuant to Section 8.5 SCHEDULE 1 Perfection Representations, Warranties and Covenants INDENTURE, Investment Letter INDENTURE dated as of December 14May 1, 20061998, between GE Equipment Midticket LLC, Series 2006SMS STUDENT LOAN TRUST 1998-1A, a Delaware limited liability company trust (the "Issuer"), and The Bank of BANKERS TRUST COMPANY, a New YorkYork banking corporation, as trustee and not in its individual capacity (the "Indenture Trustee"). The Issuer has duly authorized Each party agrees as follows for the issuance benefit of $1,053,773,000 in aggregate principal amount the other party and for the equal and ratable benefit of its Notes, consisting the holders of $218,000,000 aggregate principal amount of 5.30138% the Issuer's Class A-1 Floating Rate Asset-Backed Senior Notes (the "Class A-1 Notes"), $190,500,000 aggregate principal amount of 5.10% Class A-2 Floating Rate Asset-Backed Senior Notes (the "Class A-2 Notes"), $318,000,000 aggregate principal amount of One-Month LIBOR + 0.01% Class A-3 Notes (the "Class A-3 Notes") and $268,789,000 aggregate principal amount of One-Month LIBOR + 0.03% Class A-4 Notes (the "Class A-4 Notes" and, together with the Class A-1 Notes, the Class A-2 Notes and the Class A-3 Notes, the "Class A Senior Notes"), $34,248,000 aggregate principal amount of One) and Floating Rate Asset-Month LIBOR + 0.15% Class B Backed Subordinate Notes (the "Class B Subordinate Notes") and $24,236,000 aggregate principal amount of One-Month LIBOR + 0.32% Class C Notes (the "Class C Notes"" and, and together with the Class A Notes and the Class B Senior Notes, the "Notes")): GRANTING CLAUSE The Issuer (and, and with respect to provide therefor the Issuer has duly authorized the execution and delivery of this Indenture. The Notes shall be entitled to payments of interest and principal as set forth herein. All things necessary to make the Notes, when executed by the Issuer and authenticated and delivered hereunderFinanced Student Loans, the valid obligations Eligible Lender Trustee) hereby Grants to the Indenture Trustee at the Closing Date, as trustee for the benefit of the IssuerNoteholders, the Subordinate Note Insurer and to make this Indenture a valid agreement of the Swap Counterparty, all the Issuer's right, title and, interest in accordance with and to, but none of its termsobligations under, have been done.the following:
Appears in 1 contract
Samples: Indenture (Usa Group Secondary Market Services Inc)
