Common use of Reports to Noteholders Clause in Contracts

Reports to Noteholders. On each Payment Date, the Indenture Trustee shall account to the Agent and each Noteholder the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments. The Indenture Trustee may satisfy its obligations under this Section 3.5 by making available electronically the Monthly Servicer Report to the Agent, the Noteholders and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth day prior to the final Payment Date with respect to any Class, the Indenture Trustee shall send notice of such Payment Date to the Agent and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the Noteholders, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a Noteholder’s request, the Indenture Trustee agrees to provide such Noteholder an accounting of balances in the General Reserve Account. The Indenture Trustee may make available to the Noteholders and the Agent, via the Indenture Trustee’s internet website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent without requiring such certification. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer and the Noteholders. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000. In connection with providing access to the Indenture Trustee’s internet website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law), the Indenture Trustee shall distribute to the Noteholders any Form 1099 or similar information returns required by applicable tax law to be distributed to the Noteholders. The Paying Agent shall prepare or cause to be prepared all such information for distribution by the Indenture Trustee to the Noteholders.

Appears in 4 contracts

Samples: Indenture (Bluegreen Corp), Indenture (Bluegreen Corp), Indenture (Bluegreen Corp)

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Reports to Noteholders. On each Payment Date, the Indenture Trustee shall account to the Agent Initial Purchasers, each Noteholder, each Note Owner and to each Noteholder Rating Agency the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments. The Indenture Trustee may shall satisfy its obligations under this Section 3.5 by making available electronically the Monthly Servicer Report to the AgentInitial Purchasers, the Noteholders Noteholders, each Rating Agency and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth day prior to the final Payment Date with respect to any Class, the Indenture Trustee shall send notice of such Payment Date to each Rating Agency, the Agent Initial Purchasers and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the NoteholdersNote Owners, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a NoteholderNote Owner’s request, the Indenture Trustee agrees to provide such Noteholder Note Owner an accounting of balances in the General Reserve Account. The Indenture Trustee may shall make available to the Noteholders Noteholders, Note Owners and the Agenteach Rating Agency, via the Indenture Trustee’s internet website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit FJ; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent each Rating Agency without requiring such certification. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders and the Noteholderseach Rating Agency. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000. In connection with providing access to the Indenture Trustee’s internet website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law), the Indenture Trustee shall distribute to the Noteholders and submit to the Internal Revenue Service any Form 1099 or similar information returns required by applicable tax law to be distributed to the NoteholdersNoteholders or submitted to the Internal Revenue Service. The Paying Agent shall prepare or cause to be prepared all such information forms and returns for distribution or submission by the Indenture Trustee to the NoteholdersNoteholders or the Internal Revenue Servicer, as applicable.

Appears in 3 contracts

Samples: BXG Receivables Note (BFC Financial Corp), Indenture (BBX Capital Corp), Indenture (BBX Capital Corp)

Reports to Noteholders. On each Payment Date, the Indenture Trustee shall account report to the Agent Initial Purchasers, each Noteholder, each Note Owner and each Noteholder Rating Agency the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments. The Indenture Trustee may shall satisfy its obligations under this Section 3.5 by making available electronically the Monthly Servicer Report to the AgentInitial Purchasers, the Noteholders Noteholders, each Rating Agency and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth day prior to the final Payment Date with respect to any Class, the Indenture Trustee shall send notice of such Payment Date to each Rating Agency, the Agent Initial Purchasers and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the NoteholdersNote Owners, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a NoteholderNote Owner’s request, the Indenture Trustee agrees to provide such Noteholder Note Owner an accounting of balances in the General Reserve Account. The Indenture Trustee may shall make available to the Noteholders Noteholders, Note Owners and the Agenteach Rating Agency, via the Indenture Trustee’s internet website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit FJ; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent each Rating Agency without requiring such certification. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders and the Noteholderseach Rating Agency. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000. In connection with providing access to the Indenture Trustee’s internet website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law), the Indenture Trustee shall distribute to the Noteholders and submit to the Internal Revenue Service any Form 1099 or similar information returns required by applicable tax law to be distributed to the NoteholdersNoteholders or submitted to the Internal Revenue Service. The Paying Agent shall prepare or cause to be prepared all such information forms and returns for distribution or submission by the Indenture Trustee to the NoteholdersNoteholders or the Internal Revenue Service, as applicable.

Appears in 3 contracts

Samples: Indenture (BBX Capital Corp), BXG Receivables Note (BFC Financial Corp), BXG Receivables Note (BBX Capital Corp)

Reports to Noteholders. On each Payment Date, the Indenture Trustee shall account to the Agent Funding Agents and each Noteholder the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments. The Indenture Trustee may satisfy its obligations under this Section 3.5 by making available electronically the Monthly Servicer Report to the AgentFunding Agents, the Noteholders and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth day prior to the final Payment Date with respect to any Classthe Notes, the Indenture Trustee shall send notice of such Payment Date to the Agent Funding Agents and the Noteholders of such ClassNoteholders. Such notice shall include a statement that if such the Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the Noteholders, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a Noteholder’s request, the Indenture Trustee agrees to provide such Noteholder an accounting of balances in the General Reserve Account. The Indenture Trustee may make available to the Noteholders and the AgentFunding Agents, via the Indenture Trustee’s internet website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent Funding Agents without requiring such certification. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer and the Noteholders. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000. In connection with providing access to the Indenture Trustee’s internet website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law), the Indenture Trustee shall timely distribute to the Noteholders (or, as may be applicable, the Funding Agents and/or the Purchasers) any Form 1099 1099, Form 1042 or similar information returns required by applicable tax law to be distributed to in respect of the NoteholdersNotes. The Paying Agent shall prepare or cause to be prepared all such information for distribution by the Indenture Trustee to the NoteholdersTrustee.

Appears in 3 contracts

Samples: Note Funding Agreement (BBX Capital Corp), Note Funding Agreement (Bluegreen Vacations Corp), Indenture (BBX Capital Corp)

Reports to Noteholders. On each Payment Date, Date the Indenture Trustee shall account to the Agent and each Noteholder (i) the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments, and (ii) the amounts on deposit in each Trust Account and identifying the investments included therein. The Indenture Trustee may satisfy its obligations under this Section 3.5 3.05 by making available electronically the Monthly Servicer Report to the Agent, the Noteholders and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 3.05 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth 5th day prior to the final Payment Date with respect to any Classof the Notes, the Indenture Trustee shall send notice of such Payment Date to the Agent and the Noteholders of such ClassNoteholders. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the Noteholders, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a Noteholder’s request, the Indenture Trustee agrees to provide such Noteholder an accounting of balances in the General Reserve Account. The Indenture Trustee may will make available to the Noteholders and the AgentNoteholders, via the Indenture Trustee’s internet websiteInternet Website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent without requiring such certificationTrustee. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website Internet Website shall be initially located at “xxx.XXXXxxx.xxx” or at such other address as shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer and the Noteholders. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000. In connection with providing access to the Indenture Trustee’s internet websiteInternet Website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this IndentureIndenture and Servicing Agreement. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, often if required by applicable law), the Indenture Trustee shall distribute to the Noteholders any Form 1099 or similar information returns required by applicable tax law to be distributed to the Noteholders. The Paying Agent Servicer shall prepare or cause to be prepared all such information for distribution by the Indenture Trustee to the Noteholders.

Appears in 2 contracts

Samples: Indenture and Servicing Agreement (MARRIOTT VACATIONS WORLDWIDE Corp), Indenture and Servicing Agreement (Marriott Vacations Worldwide Corp)

Reports to Noteholders. On each Payment Date, Date the Indenture Trustee shall account to the Agent and Initial Purchaser, each Noteholder and to the Rating Agency (i) the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments, and (ii) the amounts on deposit in each Trust Account and identifying the investments included therein. The Indenture Trustee may satisfy its obligations under this Section 3.5 3.05 by making available electronically the Monthly Servicer Report to the AgentInitial Purchaser, the Noteholders Noteholders, the Rating Agency and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 3.05 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth 5th day prior to the final Payment Date with respect to any ClassClass of Notes, the Indenture Trustee shall send notice of such Payment Date to the Agent Rating Agency, the Initial Purchaser and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the Noteholders, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a Noteholder’s request, the Indenture Trustee agrees to provide such Noteholder an accounting of balances in the General Reserve Account. The Indenture Trustee may make available to the Noteholders and the AgentRating Agency, via the Indenture Trustee’s internet websiteInternet Website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent without requiring such certificationTrustee. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website Internet Website shall be initially located at “xxx.XXXXxxx.xxx” or at such other address as shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders and the Noteholders. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000Rating Agency. In connection with providing access to the Indenture Trustee’s internet websiteInternet Website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, often if required by applicable law), the Indenture Trustee shall distribute to the Noteholders any Form 1099 or similar information returns required by applicable tax law to be distributed to the Noteholders. The Paying Agent Servicer shall prepare or cause to be prepared all such information for distribution by the Indenture Trustee to the Noteholders.

Appears in 2 contracts

Samples: Indenture (Diamond Resorts Parent, LLC), Indenture (Diamond Resorts Parent, LLC)

Reports to Noteholders. On each Payment Date, Date the Indenture Trustee shall account to the Agent and Initial Purchaser, each Noteholder and to the Rating Agencies (i) the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments, and (ii) the amounts on deposit in each Trust Account and identifying the investments included therein. The Indenture Trustee may satisfy its obligations under this Section 3.5 3.05 by making available electronically the Monthly Servicer Report to the AgentInitial Purchaser, the Noteholders Noteholders, the Rating Agencies and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 3.05 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth day prior to the final Payment Date with respect to any ClassClass of Notes, the Indenture Trustee shall send notice of such Payment Date to the Agent Rating Agencies, the Initial Purchaser and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the The Indenture Trustee shall deliver to the Noteholders, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a Noteholder’s request, the Indenture Trustee agrees to provide such Noteholder an accounting of balances in the General Reserve Account. The Indenture Trustee may make available to the Noteholders and the AgentRating Agencies, via the Indenture Trustee’s internet website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent without requiring such certificationTrustee. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website shall be initially located at “xxx.XXXXxxx.xxx” and subsequently may be located at such other address as shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders and the Noteholders. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000Rating Agencies. In connection with providing access to the Indenture Trustee’s internet websiteInternet Website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide after providing timely and adequate notification to all above parties regarding any such changes. Annually (and more often, often if required by applicable law), the Indenture Trustee shall distribute to Noteholders and any holder of a beneficial interest in the Noteholders Issuer any Form 1099 or similar information returns required by applicable tax law to be distributed to the NoteholdersNoteholders or holders of beneficial interests in the Issuer. The Paying Agent Servicer shall prepare or cause to be prepared all such information forms and returns for distribution by the Indenture Trustee to the NoteholdersNoteholders or holders of beneficial interests in the Issuer.

Appears in 2 contracts

Samples: Diamond Resorts International, Inc., Diamond Resorts International, Inc.

Reports to Noteholders. On each Payment Date, the Indenture Trustee shall account report to the Agent Initial Purchasers, each Noteholder, each Note Owner and each Noteholder Rating Agency the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments. The Indenture Trustee may shall satisfy its obligations under this Section 3.5 by making available electronically the Monthly Servicer Report to the AgentInitial Purchasers, the Noteholders Noteholders, each Rating Agency and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth day prior to the final Payment Date with respect to any Class, the Indenture Trustee shall send notice of such Payment Date to each Rating Agency, the Agent Initial Purchasers and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the NoteholdersNote Owners, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a NoteholderNote Owner’s request, the Indenture Trustee agrees to provide such Noteholder Note Owner an accounting of balances in the General Reserve Account. The Indenture Trustee may shall make available to the Noteholders Noteholders, Note Owners and the Agenteach Rating Agency, via the Indenture Trustee’s internet websitewebsite (initially located at xxxxx://xxxxx.xxxxxx.xxx), the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit FJ; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent each Rating Agency without requiring such certification. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders and the Noteholderseach Rating Agency. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000. In connection with providing access to the Indenture Trustee’s internet website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law), the Indenture Trustee shall distribute to the Noteholders and submit to the Internal Revenue Service any Form 1099 or similar information returns required by applicable tax law to be distributed to the NoteholdersNoteholders or submitted to the Internal Revenue Service. The Paying Agent shall prepare or cause to be prepared all such information forms and returns for distribution or submission by the Indenture Trustee to the NoteholdersNoteholders or the Internal Revenue Service, as applicable.

Appears in 2 contracts

Samples: Indenture (Bluegreen Vacations Holding Corp), Indenture (Bluegreen Vacations Corp)

Reports to Noteholders. On each Payment Date, the Indenture Trustee shall account to the Agent Initial Purchaser, each Noteholder, each Note Owner and to each Noteholder Rating Agency the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments. The Indenture Trustee may satisfy its obligations under this Section 3.5 by making available electronically the Monthly Servicer Report to the AgentInitial Purchaser, the Noteholders Noteholders, each Rating Agency and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth day prior to the final Payment Date with respect to any Class, the Indenture Trustee shall send notice of such Payment Date to each Rating Agency, the Agent Initial Purchaser and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full flu on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the NoteholdersNote Owners, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a Noteholder’s Note Owner's request, the Indenture Trustee agrees to provide such Noteholder Note Owner an accounting of balances in the General Reserve Account, the Closing Date Delinquency Reserve Account and the Class D Reserve Account. The Indenture Trustee may make available to the Noteholders Noteholders, Note Owner and the Agenteach Rating Agency, via the Indenture Trustee’s 's internet website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture Agreement and the Agent Rating Agencies without requiring such certification. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s 's internet website shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders and the NoteholdersRating Agencies. For assistance with this service, Noteholders may call the customer service desk at (000800) 000934-000068O2. In connection with providing access to the Indenture Trustee’s 's internet website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this IndentureAgreement. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law), the Indenture Trustee shall distribute to the Noteholders any Form 1099 or similar information returns required by applicable tax law to be distributed to the Noteholders. The Paying Agent Servicer shall prepare or cause to be prepared all such information for distribution distribution, by the Indenture Trustee to the Noteholders.

Appears in 1 contract

Samples: BXG Receivables (Bluegreen Corp)

Reports to Noteholders. On each Payment Date, the Indenture Trustee shall account to the Agent Initial Purchasers, each Noteholder, each Note Owner and to each Noteholder Rating Agency the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments. The Indenture Trustee may shall satisfy its obligations under this Section 3.5 by making available electronically the Monthly Servicer Report to the AgentInitial Purchasers, the Noteholders Noteholders, each Rating Agency and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth day prior to the final Payment Date with respect to any Class, the Indenture Trustee shall send notice of such Payment Date to each Rating Agency, the Agent Initial Purchasers and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the NoteholdersNote Owners, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a NoteholderNote Owner’s request, the Indenture Trustee agrees to provide such Noteholder Note Owner an accounting of balances in the General Reserve Account. The Indenture Trustee may shall make available to the Noteholders Noteholders, Note Owners and the Agenteach Rating Agency, via the Indenture Trustee’s internet website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit FJ; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent each Rating Agency without requiring such certification. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders and the Noteholderseach Rating Agency. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000. In connection with providing access to the Indenture Trustee’s internet website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. 25 Annually (and more often, if required by applicable law), the Indenture Trustee shall distribute to the Noteholders and submit to the Internal Revenue Service any Form 1099 or similar information returns required by applicable tax law to be distributed to the NoteholdersNoteholders or submitted to the Internal Revenue Service. The Paying Agent shall prepare or cause to be prepared all such information forms and returns for distribution or submission by the Indenture Trustee to the NoteholdersNoteholders or the Internal Revenue Servicer, as applicable.

Appears in 1 contract

Samples: Indenture (BFC Financial Corp)

Reports to Noteholders. On each Payment Date, the Indenture Trustee shall account report to the Agent Initial Purchasers, each Noteholder, each Note Owner and each Noteholder Rating Agency the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments. The Indenture Trustee may shall satisfy its obligations under this Section 3.5 by making available electronically the Monthly Servicer Report to the AgentInitial Purchasers, the Noteholders Noteholders, each Rating Agency and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth day prior to the final Payment Date with respect to any Class, the Indenture Trustee shall send notice of such Payment Date to each Rating Agency, the Agent Initial Purchasers and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the NoteholdersNote Owners, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a NoteholderNote Owner’s request, the Indenture Trustee agrees to provide such Noteholder Note Owner an accounting of balances in the General Reserve Account. The Indenture Trustee may shall make available to the Noteholders Noteholders, Note Owners and the Agenteach Rating Agency, via the Indenture Trustee’s internet websitewebsite (initially located at 25 hxxxx://xxxxx.xxxxxx.xxx), the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit FJ; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent each Rating Agency without requiring such certification. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders and the Noteholderseach Rating Agency. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000. In connection with providing access to the Indenture Trustee’s internet website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law), the Indenture Trustee shall distribute to the Noteholders and submit to the Internal Revenue Service any Form 1099 or similar information returns required by applicable tax law to be distributed to the NoteholdersNoteholders or submitted to the Internal Revenue Service. The Paying Agent Indenture Trustee shall prepare or cause to be prepared all such information forms and returns for distribution or submission by the Indenture Trustee to the NoteholdersNoteholders or the Internal Revenue Service, as applicable.

Appears in 1 contract

Samples: BXG Receivables Note (Bluegreen Vacations Holding Corp)

Reports to Noteholders. On each Payment Date, the Indenture Trustee shall account to the Agent Initial Purchaser, each Noteholder, each Note Owner and each Noteholder to the Rating Agency the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments. The Indenture Trustee may shall satisfy its obligations under this Section 3.5 by making available electronically the Monthly Servicer Report to the AgentInitial Purchaser, the Noteholders Noteholders, the Rating Agency and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth day prior to the final Payment Date with respect to any Class, the Indenture Trustee shall send notice of such Payment Date to the Agent Rating Agency, the Initial Purchaser and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the NoteholdersNote Owners, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a NoteholderNote Owner’s request, the Indenture Trustee agrees to provide such Noteholder Note Owner an accounting of balances in the General Reserve Account. The Indenture Trustee may shall make available to the Noteholders Noteholders, Note Owners and the AgentRating Agency, via the Indenture Trustee’s internet website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent Rating Agency without requiring such certification. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders and the NoteholdersRating Agency. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000. In connection with providing access to the Indenture Trustee’s internet website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law), the Indenture Trustee shall distribute to the Noteholders any Form 1099 or similar information returns required by applicable tax law to be distributed to the Noteholders. The Paying Agent shall prepare or cause to be prepared all such information forms and returns for distribution by the Indenture Trustee to the Noteholders.

Appears in 1 contract

Samples: Indenture (Bluegreen Corp)

Reports to Noteholders. On each Payment Date, Date the Indenture Trustee shall account to the Agent and Initial Purchaser, the Issuer, each Noteholder and to the Rating Agencies (i) the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise (ii) the Issuer of all such paymentsamounts on deposit in each Trust Account and identifying the investments included therein. The Indenture Trustee may satisfy its obligations under this Section 3.5 by making available electronically the Monthly Servicer Report to the AgentInitial Purchaser, the Noteholders Noteholders, the Rating Agencies and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth 5th day prior to the final Payment Date with respect to any Class, the Indenture Trustee shall send notice of such Payment Date to each Rating Agency, the Agent Initial Purchaser and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the Noteholders, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a Noteholder’s request, the Indenture Trustee agrees to provide such Noteholder an accounting of balances in the General Reserve Account. The Indenture Trustee may make available to the Noteholders and the AgentRating Agencies, via the Indenture Trustee’s internet websiteInternet Website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent without requiring such certificationTrustee. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website Internet Website shall be initially located at wxx.XXXXxxx.xxx or at such other address as shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders and the Noteholders. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000Rating Agencies. In connection with providing access to the Indenture Trustee’s internet websiteInternet Website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law)Notwithstanding any other provision of this Indenture, the Indenture Trustee shall distribute comply with all federal income tax withholding and information requirements with respect to the Noteholders any Form 1099 or similar information returns required by applicable tax law payments of interest to be distributed to the Noteholders. The Paying Agent shall prepare or cause to be prepared all such information for distribution by If the Indenture Trustee does withhold any amount from an interest payment, pursuant to federal income tax withholding requirements, the Indenture Trustee shall indicate the amount withheld to the NoteholdersNoteholder.

Appears in 1 contract

Samples: Indenture (Sunterra Corp)

Reports to Noteholders. On each Payment Date, the Indenture Trustee shall account to make available via the Agent and each Noteholder the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments. The Indenture Trustee may satisfy its obligations under this Section 3.5 by making available electronically Trustee’s internet website the Monthly Servicer Report to the AgentInitial Purchaser, the Noteholders Noteholders, the Rating Agency, the Backup Servicer and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefore. On or before the fifth day prior to the final Payment Date with respect to any Class, the Indenture Trustee shall send notice of such Payment Date to each Rating Agency, the Agent Initial Purchaser and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the NoteholdersNote Owners, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to Sections 4.5, 5.3(g), 5.5, 5.7, 5.8 and 11.1 of this Indenture. At a NoteholderNote Owner’s request, the Indenture Trustee agrees to provide such Noteholder Note Owner an accounting of balances in the General Reserve Account. The Indenture Trustee may make available to , the Noteholders Senior Reserve Account, the Prefunding Account and the Agent, via the Indenture Trustee’s internet website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent without requiring such certification. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility thereforCapitalized Interest Account. The Indenture Trustee’s internet website shall be initially located at “xxx.XXXXxxx.xxx” or at another address as shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders and the NoteholdersRating Agency. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000. In connection with providing access to the Indenture Trustee’s internet website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this IndentureAgreement. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law), the Indenture Trustee shall distribute to the Noteholders any Form 1099 or similar information returns required by applicable tax law to be distributed to the Noteholders. The Paying Agent Servicer shall prepare or cause to be prepared all such information for distribution by the Indenture Trustee to the Noteholders.

Appears in 1 contract

Samples: Indenture (Silverleaf Resorts Inc)

Reports to Noteholders. On each Payment Date, the Indenture Trustee shall account to the Agent Initial Purchaser, each Noteholder, each Note Owner and each Noteholder to the Rating Agency the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments. The Indenture Trustee may satisfy its obligations under this Section 3.5 by making available electronically the Monthly Servicer Report to the AgentInitial Purchaser, the Noteholders Noteholders, the Rating Agency and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth day prior to the final Payment Date with respect to any Class, the Indenture Trustee shall send notice of such Payment Date to the Agent Rating Agency, the Initial Purchaser and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the NoteholdersNote Owners, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a NoteholderNote Owner’s request, the Indenture Trustee agrees to provide such Noteholder Note Owner an accounting of balances in the General Reserve Account. The Indenture Trustee may make available to the Noteholders Noteholders, Note Owners and the AgentRating Agency, via the Indenture Trustee’s internet website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent Rating Agency without requiring such certification. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders and the NoteholdersRating Agency. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000. In connection with providing access to the Indenture Trustee’s internet website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law), the Indenture Trustee shall distribute to the Noteholders any Form 1099 or similar information returns required by applicable tax law to be distributed to the Noteholders. The Paying Agent shall prepare or cause to be prepared all such information for distribution by the Indenture Trustee to the Noteholders.

Appears in 1 contract

Samples: Bluegreen Corp

Reports to Noteholders. On each Payment Date, Date the Indenture Trustee shall account to the Agent Agent, the Issuer and each Noteholder (i) the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise (ii) the Issuer of all such paymentsamounts on deposit in each Trust Account and identifying the investments included therein. The Indenture Trustee may satisfy its obligations under this Section 3.5 by making available electronically the Monthly Servicer Report to the Agent, the Noteholders Noteholders, and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth 5th day prior to the final Payment Date with respect to any Classthe Notes, the Indenture Trustee shall send notice of such Payment Date to the Agent and the Noteholders of such ClassNoteholders. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the Noteholders, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a Noteholder’s request, the Indenture Trustee agrees to provide such Noteholder an accounting of balances in the General Reserve Account. The Indenture Trustee may make available to the Agent, the Noteholders and the AgentPurchasers, via the Indenture Trustee’s internet websiteInternet Website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent without requiring such certificationTrustee. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website Internet Website shall be initially located at xxx.XXXXxxx.xxx or at such other address as shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders, the Purchasers and the Noteholders. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000Agent. In connection with providing access to the Indenture Trustee’s internet websiteInternet Website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law)Notwithstanding any other provision of this Indenture, the Indenture Trustee shall distribute comply with all federal income tax withholding and information requirements with respect to the Noteholders any Form 1099 or similar information returns required by applicable tax law payments of interest to be distributed to the Noteholders. The Paying Agent shall prepare or cause to be prepared all such information for distribution by If the Indenture Trustee does withhold any amount from an interest payment, pursuant to federal income tax withholding requirements, the Indenture Trustee shall indicate the amount withheld to the NoteholdersNoteholder.

Appears in 1 contract

Samples: Indenture (Diamond Resorts Parent, LLC)

Reports to Noteholders. On each Payment Date, the Indenture Trustee shall account to make available via the Agent and each Noteholder the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments. The Indenture Trustee may satisfy its obligations under this Section 3.5 by making available electronically Trustee's internet website the Monthly Servicer Report to the AgentInitial Purchaser, the Noteholders Noteholders, the Rating Agency, the Backup Servicer, the holder of the Residual Certificate and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefore. On or before the fifth day prior to the final Payment Date with respect to any Class, the Indenture Trustee shall send notice of such Payment Date to the Agent Rating Agency, the Initial Purchaser and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the NoteholdersNote Owners and the holder of the Residual Certificate, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to Sections 4.5, 5.3(g), 5.5, 5.7, 5.8 and 11.1 of this Indenture. At a Noteholder’s Note Owner's or the holder of the Residual Certificate's request, the Indenture Trustee agrees to provide such Noteholder Note Owner an accounting of balances the balance in the General Reserve Account. The Indenture Trustee may make available to , the Noteholders Prefunding Account and the Agent, via the Indenture Trustee’s internet website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent without requiring such certification. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility thereforCapitalized Interest Account. The Indenture Trustee’s 's internet website shall be initially located at “wxx.XXXXxxx.xxx” or at another address as shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders, the holder of the Residual Certificate and the NoteholdersRating Agency. For assistance with this service, Noteholders and the holder of the Residual Certificate may call the customer service desk at (000) 000-0000. In connection with providing access to the Indenture Trustee’s 's internet website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law), the Indenture Trustee shall distribute to the Noteholders any Form 1099 or similar information returns required by applicable tax law to be distributed to the Noteholders. The Paying Agent Servicer shall prepare or cause to be prepared all such information forms and returns for distribution by the Indenture Trustee to the Noteholders.

Appears in 1 contract

Samples: Silverleaf Resorts Inc

Reports to Noteholders. On each Payment Date, Date the Indenture Trustee shall account to the Agent Administrative Agent, the Issuer and each Noteholder (i) the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise (ii) the Issuer of all such paymentsamounts on deposit in each Trust Account and identifying the investments included therein. The Indenture Trustee may satisfy its obligations under this Section 3.5 by making available electronically the Monthly Servicer Report to the Administrative Agent, the Noteholders Noteholders, and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth 5th day prior to the final Payment Date with respect to any Classof the Notes, the Indenture Trustee shall send notice of such Payment Date to the Administrative Agent and the Noteholders of such ClassNoteholders. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the Noteholders, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a Noteholder’s request, the Indenture Trustee agrees to provide such Noteholder an accounting of balances in the General Reserve Account. The Indenture Trustee may make available to the Administrative Agent, the Noteholders and the AgentPurchasers, via the Indenture Trustee’s internet websiteInternet Website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent without requiring such certificationTrustee. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website Internet Website shall be initially located at xxx.XXXXxxx.xxx or at such other address as shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders, the Purchasers and the Noteholders. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000Administrative Agent. In connection with providing access to the Indenture Trustee’s internet websiteInternet Website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law)KL2 2787938.7 Notwithstanding any other provision of this Indenture, the Indenture Trustee shall distribute comply with all federal income tax withholding and information requirements with respect to the Noteholders any Form 1099 or similar information returns required by applicable tax law payments of interest to be distributed to the Noteholders. The Paying Agent shall prepare or cause to be prepared all such information for distribution by If the Indenture Trustee does withhold any amount from an interest payment, pursuant to federal income tax withholding requirements, the Indenture Trustee shall indicate the amount withheld to the NoteholdersNoteholder.

Appears in 1 contract

Samples: Indenture (Diamond Resorts Corp)

Reports to Noteholders. On each Payment Date, the Indenture Trustee shall account to the Agent Initial Purchaser, each Noteholder, each Note Owner and to each Noteholder Rating Agency the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments. The Indenture Trustee may satisfy its obligations under this Section 3.5 by making available electronically the Monthly Servicer Report to the AgentInitial Purchaser, the Noteholders Noteholders, each Rating Agency and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth day prior to the final Payment Date with respect to any Class, the Indenture Trustee shall send notice of such Payment Date to each Rating Agency, the Agent Initial Purchaser and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the NoteholdersNote Owners, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a Noteholder’s Note Owner's request, the Indenture Trustee agrees to provide such Noteholder Note Owner an accounting of balances in the General Reserve Account. The Indenture Trustee may make available to the Noteholders Noteholders, Note Owner and the Agenteach Rating Agency, via the Indenture Trustee’s 's internet website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture Agreement and the Agent Rating Agencies without requiring such certification. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s 's internet website shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders and the NoteholdersRating Agencies. For assistance with this service, Noteholders may call the customer service desk at (000800) 000934-00006802. In connection with providing access to the Indenture Trustee’s internet Indenturx Xxxxxxx'x xxternet website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this IndentureAgreement. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law), the Indenture Trustee shall distribute to the Noteholders any Form 1099 or similar information returns required by applicable tax law to be distributed to the Noteholders. The Paying Agent Servicer shall prepare or cause to be prepared all such information for distribution by the Indenture Trustee to the Noteholders.

Appears in 1 contract

Samples: Bluegreen Corp

Reports to Noteholders. On each Payment Date, the Indenture Trustee shall account to the Agent Funding Agents and each Noteholder the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments. The Indenture Trustee may satisfy its obligations under this Section 3.5 by making available electronically the Monthly Servicer Report to the AgentFunding Agents, the Noteholders and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth day prior to the final Payment Date with respect to any Classthe Notes, the Indenture Trustee shall send notice of such Payment Date to the Agent Funding Agents and the Noteholders of such ClassNoteholders. Such notice shall include a statement that if such the Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the Noteholders, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a Noteholder’s request, the Indenture Trustee agrees to provide such Noteholder an accounting of balances in the General Reserve Account. The Indenture Trustee may make available to the Noteholders and the AgentFunding Agents, via the Indenture Trustee’s internet website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent Funding Agents without requiring such certification. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer and the Noteholders. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000. In connection with providing access to the Indenture Trustee’s internet website, the Indenture Trustee may 18 require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law), the Indenture Trustee shall timely distribute to the Noteholders (or, as may be applicable, the Funding Agents and/or the Purchasers) any Form 1099 1099, Form 1042 or similar information returns required by applicable tax law to be distributed to in respect of the NoteholdersNotes. The Paying Agent shall prepare or cause to be prepared all such information for distribution by the Indenture Trustee to the NoteholdersTrustee.

Appears in 1 contract

Samples: BXG Timeshare (Bluegreen Vacations Holding Corp)

Reports to Noteholders. On each Payment Date, the Indenture Trustee shall account to the Agent Initial Purchaser, each Noteholder, each Note Owner and to each Noteholder Rating Agency the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments. The Indenture Trustee may satisfy its obligations under this Section 3.5 by making available electronically the Monthly Servicer Report to the AgentInitial Purchaser, the Noteholders Noteholders, each Rating Agency and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth day prior to the final Payment Date with respect to any Class, the Indenture Trustee shall send notice of such Payment Date to each Rating Agency, the Agent Initial Purchaser and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the NoteholdersNote Owners, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a Noteholder’s Note Owner's request, the Indenture Trustee agrees to provide such Noteholder Note Owner an accounting of balances in the General Reserve Account. The Indenture Trustee may make available to the Noteholders Noteholders, Note Owners and the Agenteach Rating Agency, via the Indenture Trustee’s 's internet website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent Rating Agencies without requiring such certification. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s 's internet website shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders and the NoteholdersRating Agencies. For assistance with this service, Noteholders may call the customer service desk at (000800) 000934-00006802. In connection with providing access to the Indenture Trustee’s Indentxxx Xxxxxxx'x internet website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law), the Indenture Trustee shall distribute to the Noteholders any Form 1099 or similar information returns required by applicable tax law to be distributed to the Noteholders. The Paying Agent shall prepare or cause to be prepared all such information for distribution by the Indenture Trustee to the Noteholders.

Appears in 1 contract

Samples: BXG Receivables (Bluegreen Corp)

Reports to Noteholders. On each Payment Date, the Indenture Trustee shall account to make available via the Agent and each Noteholder the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments. The Indenture Trustee may satisfy its obligations under this Section 3.5 by making available electronically Trustee’s internet website the Monthly Servicer Report to the AgentInitial Purchaser, the Noteholders Noteholders, the Rating Agency, the Backup Servicer, the Guarantor and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefore. On or before the fifth day prior to the final Payment Date with respect to any Class, the Indenture Trustee shall send notice of such Payment Date to the Agent Rating Agency, the Initial Purchaser and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the NoteholdersNote Owners, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to Sections 4.5, 5.3(g), 5.5, 5.7, 5.8 and 11.1 of this Indenture. At a NoteholderNote Owner’s request, the Indenture Trustee agrees to provide such Noteholder Note Owner an accounting of balances the balance in the General Reserve Account. The Indenture Trustee may make available to the Noteholders and the Agent, via the Indenture Trustee’s internet website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent without requiring such certification. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website shall be initially located at “xxx.XXXXxxx.xxx” or at another address as shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders and the NoteholdersRating Agency. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000. In connection with providing access to the Indenture Trustee’s internet website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this IndentureAgreement. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law), the Indenture Trustee shall distribute to the Noteholders any Form 1099 or similar information returns required by applicable tax law to be distributed to the Noteholders. The Paying Agent Servicer shall prepare or cause to be prepared all such information for distribution by the Indenture Trustee to the Noteholders.

Appears in 1 contract

Samples: Silverleaf Resorts Inc

Reports to Noteholders. On each Payment Date, Date the Indenture Trustee shall account to the Agent and Initial Purchaser, each Noteholder and to the Rating Agency (i) the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments, and (ii) the amounts on deposit in each Trust Account and identifying the investments included therein. The Indenture Trustee may satisfy its obligations under this Section 3.5 3.05 by making available electronically the Monthly Servicer Report to the AgentInitial Purchaser, the Noteholders Noteholders, the Rating Agency and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 3.05 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth day prior to the final Payment Date with respect to any ClassNotes, the Indenture Trustee shall send notice of such Payment Date to the Agent Rating Agency, the Initial Purchaser and the Noteholders of such ClassNoteholders. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the The Indenture Trustee shall deliver to the Noteholders, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a Noteholder’s request, the Indenture Trustee agrees to provide such Noteholder an accounting of balances in the General Reserve Account. The Indenture Trustee may make available to the Noteholders and the AgentRating Agency, via the Indenture Trustee’s internet website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent without requiring such certificationTrustee. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website shall be initially located at “xxx.XXXXxxx.xxx” and subsequently may be located at such other address as shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders and the Noteholders. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000Rating Agency. In connection with providing access to the Indenture Trustee’s internet websiteInternet Website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide after providing timely and adequate notification to all above parties regarding any such changes. Annually (and more often, often if required by applicable law), the Indenture Trustee shall distribute to Noteholders and any holder of a beneficial interest in the Noteholders Issuer any Form 1099 or similar information returns required by applicable tax law to be distributed to the NoteholdersNoteholders or holders of beneficial interests in the Issuer. The Paying Agent Servicer shall prepare or cause to be prepared all such information forms and returns for distribution by the Indenture Trustee to the NoteholdersNoteholders or holders of beneficial interests in the Issuer.

Appears in 1 contract

Samples: Indenture (Diamond Resorts Corp)

Reports to Noteholders. On each Payment Date, the Indenture Trustee shall account to the Agent and Agent, each Noteholder and the Rating Agency (to the extent that any Notes are rated) the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments. The Indenture Trustee may satisfy its obligations under this Section 3.5 by making available electronically the Monthly Servicer Report to the Agent, the Noteholders Noteholders, the Rating Agency (to the extent that any Notes are rated) and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth day prior to the final Payment Date with respect to any Class, the Indenture Trustee shall send notice of such Payment Date to the Agent Agent, the Rating Agency (to the extent that any Notes are rated) and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the Noteholders, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a Noteholder’s 's request, the Indenture Trustee agrees to provide such Noteholder an accounting of balances in the General Reserve Account. The Indenture Trustee may make available to the Noteholders and the Agent, via the Indenture Trustee’s 's internet website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture Indenture, the Rating Agency (to the extent that any Notes are rated) and the Agent without requiring such certification. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s 's internet website shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Rating Agency (to the extent that any Notes are rated) and the Noteholders. For assistance with this service, Noteholders may call the customer service desk at (000800) 000934-00006802. In connection with providing access to the Indenture Trustee’s Indentxxx Xxxxxxx'x internet website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law), the Indenture Trustee shall distribute to the Noteholders any Form 1099 or similar information returns required by applicable tax law to be distributed to the Noteholders. The Paying Agent shall prepare or cause to be prepared all such information for distribution by the Indenture Trustee to the Noteholders.

Appears in 1 contract

Samples: Indenture (Bluegreen Corp)

Reports to Noteholders. On each Payment Date, the Indenture Trustee shall account to make available via the Agent and each Noteholder the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments. The Indenture Trustee may satisfy its obligations under this Section 3.5 by making available electronically Trustee’s internet website the Monthly Servicer Report to the AgentInitial Purchaser, the Noteholders Noteholders, the Rating Agency, the Backup Servicer, the holder of the Residual Certificate and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefore. On or before the fifth day prior to the final Payment Date with respect to any Class, the Indenture Trustee shall send notice of such Payment Date to the Agent Rating Agency, the Initial Purchaser and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the NoteholdersNote Owners and the holder of the Residual Certificate, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to Sections 4.5, 5.3(g), 5.5, 5.7, 5.8 and 11.1 of this Indenture. At a NoteholderNote Owner’s or the holder of the Residual Certificate’s request, the Indenture Trustee agrees to provide such Noteholder Note Owner an accounting of balances the balance in the General Reserve Account. The Indenture Trustee may make available to the Noteholders and the Agent, via the Indenture Trustee’s internet website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent without requiring such certification. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website shall be initially located at “xxx.XXXXxxx.xxx” or at another address as shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders, the holder of the Residual Certificate and the NoteholdersRating Agency. For assistance with this service, Noteholders and the holder of the Residual Certificate may call the customer service desk at (000) 000-0000. In connection with providing access to the Indenture Trustee’s internet website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law), the Indenture Trustee shall distribute to the Noteholders any Form 1099 or similar information returns required by applicable tax law to be distributed to the Noteholders. The Paying Agent Servicer shall prepare or cause to be prepared all such information for distribution by the Indenture Trustee to the Noteholders.

Appears in 1 contract

Samples: Indenture (Silverleaf Resorts Inc)

Reports to Noteholders. On each Payment Date, Date the Indenture Trustee shall account to the Agent and Initial Purchaser, each Noteholder and to the Rating Agency (i) the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments, and (ii) the amounts on deposit in each Trust Account and identifying the investments included therein. The Indenture Trustee may satisfy its obligations under this Section 3.5 3.05 by making available electronically the Monthly Servicer Report to the AgentInitial Purchaser, the Noteholders Noteholders, the Rating Agency and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 3.05 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth day prior to the final Payment Date with respect to any ClassClass of Notes, the Indenture Trustee shall send notice of such Payment Date to the Agent Rating Agency, the Initial Purchaser and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the The Indenture Trustee shall deliver to the Noteholders, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a Noteholder’s request, the Indenture Trustee agrees to provide such Noteholder an accounting of balances in the General Reserve Account. The Indenture Trustee may make available to the Noteholders and the AgentRating Agency, via the Indenture Trustee’s internet website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or and/ or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent without requiring such certificationTrustee. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website shall be initially located at “xxx.XXXXxxx.xxx” and subsequently may be located at such other address as shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders and the Noteholders. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000Rating Agency. In connection with providing access to the Indenture Trustee’s internet websiteInternet Website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide after providing timely and adequate notification to all above parties regarding any such changes. Annually (and more often, often if required by applicable law), the Indenture Trustee shall distribute to Noteholders and any holder of a beneficial interest in the Noteholders Issuer any Form 1099 or similar information returns required by applicable tax law to be distributed to the NoteholdersNoteholders or holders of beneficial interests in the Issuer. The Paying Agent Servicer shall prepare or cause to be prepared all such information forms and returns for distribution by the Indenture Trustee to the NoteholdersNoteholders or holders of beneficial interests in the Issuer.

Appears in 1 contract

Samples: Indenture (Diamond Resorts Corp)

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Reports to Noteholders. On each Payment Date, the Indenture Trustee shall account to make available via the Agent and each Noteholder the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments. The Indenture Trustee may satisfy its obligations under this Section 3.5 by making available electronically Trustee's internet website the Monthly Servicer Report to the Placement Agent, the Noteholders Noteholders, the Backup Servicer, the holder of the Residual Certificate and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefore. On or before the fifth day prior to the final Payment Date with respect to any Class, the Indenture Trustee shall send notice of such Payment Date to the Placement Agent and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the NoteholdersNote Owners and the holder of the Residual Certificate, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to Sections 4.5, 5.3(g), 5.5, 5.7, 5.8 and 11.1 of this Indenture. At a Noteholder’s Note Owner's or the holder of the Residual Certificate's request, the Indenture Trustee agrees to provide such Noteholder Note Owner an accounting of balances the balance in the General Reserve Account, the Prefunding Account and the Capitalized Interest Account. The Indenture Trustee may make available shall promptly provide notice to the Guarantor, the Noteholders and the AgentPlacement Agent (i) if it has knowledge of a Guaranty Default Event, via (ii) if the Indenture Trustee’s internet website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as circumstances described forth in Section 3.4(b) have occurred and the Indenture Trustee may have in its possession, but only with has made distributions as required therein and (iii) if the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent without requiring such certification. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility thereforGuarantor has cured any Guaranty Default Event. The Indenture Trustee’s 's internet website shall be initially located at “wxx.XXXXxxx.xxx” or at another address as shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer and Servicer, the Noteholders, the holder of the Residual Certificate. For assistance with this service, Noteholders and the holder of the Residual Certificate may call the customer service desk at (000) 000-0000. In connection with providing access to the Indenture Trustee’s 's internet website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law), the Indenture Trustee shall distribute to the Noteholders any Form 1099 or similar information returns required by applicable tax law to be distributed to the Noteholders. The Paying Agent Servicer shall prepare or cause to be prepared all such information forms and returns for distribution by the Indenture Trustee to the Noteholders.

Appears in 1 contract

Samples: Silverleaf Resorts Inc

Reports to Noteholders. On each Payment Date, Date the Indenture Trustee shall account to the Agent and each Noteholder (i) the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments, and (ii) the amounts on deposit in each Trust Account and identifying the investments included therein. The Indenture Trustee may satisfy its obligations under this Section 3.5 3.05 by making available electronically the Monthly Servicer Report to the Agent, the Noteholders and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 3.05 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth 5th day prior to the final Payment Date with respect to any Classof the Notes, the Indenture Trustee shall send notice of such Payment Date to the Agent and the Noteholders of such ClassNoteholders. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the Noteholders, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a Noteholder’s request, the Indenture Trustee agrees to provide such Noteholder an accounting of balances in the General Reserve Account. The Indenture Trustee may make available to the Noteholders and the AgentNoteholders, via the Indenture Trustee’s internet websiteInternet Website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent without requiring such certificationTrustee. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website Internet Website shall be initially located at “xxx.XXXXxxx.xxx” or at such other address as shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer and the Noteholders. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000. In connection with providing access to the Indenture Trustee’s internet websiteInternet Website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this IndentureIndenture and Servicing Agreement. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, often if required by applicable law), the Indenture Trustee shall distribute to the Noteholders any Form 1099 or similar information returns required by applicable tax law to be distributed to the Noteholders. The Paying Agent Servicer shall prepare or cause to be prepared all such information for distribution by the Indenture Trustee to the Noteholders.

Appears in 1 contract

Samples: Indenture and Servicing Agreement (Marriott Vacations Worldwide Corp)

Reports to Noteholders. On each Payment Date, Date the Indenture Trustee shall account to the Agent Administrative Agent, the Issuer and each Noteholder (i) the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise (ii) the Issuer of all such paymentsamounts on deposit in each Trust Account and identifying the investments included therein. The Indenture Trustee may satisfy its obligations under this Section 3.5 by making available electronically the Monthly Servicer Report to the Administrative Agent, the Noteholders Noteholders, and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth 5th day prior to the final Payment Date with respect to any Classof the Notes, the Indenture Trustee shall send notice of such Payment Date to the Administrative Agent and the Noteholders of such ClassNoteholders. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the Noteholders, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a Noteholder’s request, the Indenture Trustee agrees to provide such Noteholder an accounting of balances in the General Reserve Account. The Indenture Trustee may make available to the Administrative Agent, the Noteholders and the AgentPurchasers, via the Indenture Trustee’s internet websiteInternet Website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent without requiring such certificationTrustee. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website Internet Website shall be initially located at xxx.XXXXxxx.xxx or at such other address as shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders, the Purchasers and the Noteholders. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000Administrative Agent. In connection with providing access to the Indenture Trustee’s internet websiteInternet Website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law)Notwithstanding any other provision of this Indenture, the Indenture Trustee shall distribute comply with all federal income tax withholding and information requirements with respect to the Noteholders any Form 1099 or similar information returns required by applicable tax law payments of interest to be distributed to the Noteholders. The Paying Agent shall prepare or cause to be prepared all such information for distribution by If the Indenture Trustee does withhold any amount from an interest payment, pursuant to federal income tax withholding requirements, the Indenture Trustee shall indicate the amount withheld to the NoteholdersNoteholder.

Appears in 1 contract

Samples: Indenture (Diamond Resorts Corp)

Reports to Noteholders. On each Payment Date, based solely upon the Indenture Trustee shall account to information provided by the Agent and each Noteholder Servicer in the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments. The Indenture Trustee may satisfy its obligations under this Section 3.5 by making available electronically the related Monthly Servicer Report to the Agent, the Noteholders and the Issuer; provided, howeverReport, the Indenture Trustee shall have prepare a monthly report substantially in the form attached as Exhibit H hereto (the “Payment Date Report”). The Indenture Trustee shall deliver or make available electronically to the Noteholders and the Rating Agencies, via the Indenture Trustee’s internet website, each Payment Date Report no obligation to provide such information described in this Section 3.5 until it has received later than the requisite information from the Issuer or the Servicerrelated Payment Date. On or before the fifth 5th day prior to the final Payment Date with respect to any Classthe Notes, the Indenture Trustee shall send notice of such Payment Date to the Agent Issuer, the Noteholders and the Noteholders of such ClassRating Agencies. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the Noteholders, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a Noteholder’s request, the Indenture Trustee agrees to provide such Noteholder an accounting of balances in the General Reserve Account. The Indenture Trustee may make available to the Noteholders and the Agent, via the Indenture Trustee’s internet website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent without requiring such certification. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website shall initially be specified located at “xxx.xx.xxxxxxxxxx.xxx”. Assistance in using the website can be obtained by calling the Indenture Trustee from time to time in writing to the Issuer, the Servicer and the Noteholders. For assistance with this service, Noteholders may call the Trustee’s customer service desk at (000) 000-0000. In connection with providing Parties that are unable to use the above distribution option are entitled to have a paper copy mailed to them via first class mail by calling the customer service desk and indicating such. The Indenture Trustee shall have the right to change the way such reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. As a condition to gain access to the Indenture Trustee’s internet website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall will not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall be entitled to rely on but shall not be responsible for the content or accuracy of any information provided to it by the Servicer and may affix thereto any disclaimer it deems appropriate in its reasonable discretion. The Indenture Trustee shall have the right to change the way Monthly Servicer Payment Date Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually In the event of the issuance of Definitive Notes, annually (and more often, often if required by applicable law), the Indenture Trustee on behalf of the Issuer shall report to the Internal Revenue Service and prepare and distribute to Noteholders for each calendar year the Noteholders amount of any Form 1099 or similar information returns required by applicable “reportable payment” during such year and the amount of tax law withheld, if any, with respect to be distributed to payments on the Noteholders. The Paying Agent shall prepare or cause to be prepared all such information for distribution by the Indenture Trustee to the NoteholdersNotes.

Appears in 1 contract

Samples: Encore Capital Group Inc

Reports to Noteholders. On each Payment Date, the Indenture Trustee shall account to make available via the Agent and each Noteholder the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments. The Indenture Trustee may satisfy its obligations under this Section 3.5 by making available electronically Trustee’s internet website the Monthly Servicer Report to the AgentInitial Purchaser, the Noteholders Noteholders, the Rating Agency, the Backup Servicer and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefore. On or before the fifth day prior to the final Payment Date with respect to any Class, the Indenture Trustee shall send notice of such Payment Date to each Rating Agency, the Agent Initial Purchaser and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the NoteholdersNote Owners, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to Sections 4.4, 5.3(g), 5.5, 5.7, 5.8 and 11.1 of this Indenture. At a NoteholderNote Owner’s request, the Indenture Trustee agrees to provide such Noteholder Note Owner an accounting of balances in the General Reserve Account. The Indenture Trustee may make available to the Noteholders Account and the Agent, via the Indenture Trustee’s internet website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent without requiring such certification. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility thereforSenior Reserve Account. The Indenture Trustee’s internet website shall be initially located at “wxx.XXXXxxx.xxx” or at another address as shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders and the NoteholdersRating Agency. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000. In connection with providing access to the Indenture Trustee’s internet website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this IndentureAgreement. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law), the Indenture Trustee shall distribute to the Noteholders any Form 1099 or similar information returns required by applicable tax law to be distributed to the Noteholders. The Paying Agent Servicer shall prepare or cause to be prepared all such information for distribution by the Indenture Trustee to the Noteholders.

Appears in 1 contract

Samples: Indenture (Silverleaf Resorts Inc)

Reports to Noteholders. On each Payment Date, the Indenture Trustee shall account to the Agent Initial Purchaser, each Noteholder, each Note Owner and to each Noteholder Rating Agency the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments. The Indenture Trustee may satisfy its obligations under this Section 3.5 by making available electronically the Monthly Servicer Report to the AgentInitial Purchaser, the Noteholders Noteholders, each Rating Agency and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth day prior to the final Payment Date with respect to any Class, the Indenture Trustee shall send notice of such Payment Date to each Rating Agency, the Agent Initial Purchaser and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the NoteholdersNote Owners, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a Noteholder’s Note Owner's request, the Indenture Trustee agrees to provide such Noteholder Note Owner an accounting of balances in the General Reserve Account. The Indenture Trustee may make available to the Noteholders Noteholders, Note Owner and the Agenteach Rating Agency, via the Indenture Trustee’s 's internet website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent Rating Agencies without requiring such certification. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s 's internet website shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders and the NoteholdersRating Agencies. For assistance with this service, Noteholders may call the customer service desk at (000800) 000934-00006802. In connection with providing access to the Indenture Trustee’s internet Indentuxx Xxxxxxx'x xnternet website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law), the Indenture Trustee shall distribute to the Noteholders any Form 1099 or similar information returns required by applicable tax law to be distributed to the Noteholders. The Paying Agent shall prepare or cause to be prepared all such information for distribution by the Indenture Trustee to the Noteholders.

Appears in 1 contract

Samples: Indenture (Bluegreen Corp)

Reports to Noteholders. On each Payment Date, Date the Indenture Trustee shall account to the Agent and Initial Purchaser, each Noteholder and to the Rating Agency (i) the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments, and (ii) the amounts on deposit in each Trust Account and identifying the investments included therein. The Indenture Trustee may satisfy its obligations under this Section 3.5 3.05 by making available electronically the Monthly Servicer Report to the AgentInitial Purchaser, the Noteholders Noteholders, the Rating Agency and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 3.05 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth day prior to the final Payment Date with respect to any ClassClass of Notes, the Indenture Trustee shall send notice of such Payment Date to the Agent Rating Agency, the Initial Purchaser and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the The Indenture Trustee shall deliver to the Noteholders, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a Noteholder’s request, the Indenture Trustee agrees to provide such Noteholder an accounting of balances in the General Reserve Account. The Indenture Trustee may make available to the Noteholders and the AgentRating Agency, via the Indenture Trustee’s internet website, the Monthly Servicer Report available each month and, KL2 2817472.7 with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent without requiring such certificationTrustee. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website shall be initially located at “xxx.XXXXxxx.xxx” and subsequently may be located at such other address as shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders and the Noteholders. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000Rating Agency. In connection with providing access to the Indenture Trustee’s internet websiteInternet Website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide after providing timely and adequate notification to all above parties regarding any such changes. Annually (and more often, often if required by applicable law), the Indenture Trustee shall distribute to Noteholders and any holder of a beneficial interest in the Noteholders Issuer any Form 1099 or similar information returns required by applicable tax law to be distributed to the NoteholdersNoteholders or holders of beneficial interests in the Issuer. The Paying Agent Servicer shall prepare or cause to be prepared all such information forms and returns for distribution by the Indenture Trustee to the NoteholdersNoteholders or holders of beneficial interests in the Issuer.

Appears in 1 contract

Samples: Indenture (Diamond Resorts International, Inc.)

Reports to Noteholders. On each Payment Date, the Indenture Trustee shall account to make available via the Agent and each Noteholder the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments. The Indenture Trustee may satisfy its obligations under this Section 3.5 by making available electronically Trustee’s internet website the Monthly Servicer Report to the Placement Agent, the Noteholders Noteholders, the Backup Servicer, the holder of the Residual Certificate and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefore. On or before the fifth day prior to the final Payment Date with respect to any ClassDate, the Indenture Trustee shall send notice of such Payment Date to the Placement Agent and the Noteholders of such ClassNoteholders. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the NoteholdersNote Owners and the holder of the Residual Certificate, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to Sections 4.5, 5.3(g), 5.5, 5.7, 5.8 and 11.1 of this Indenture. At a NoteholderNote Owner’s or the holder of the Residual Certificate’s request, the Indenture Trustee agrees to provide such Noteholder Note Owner an accounting of balances the balance in the General Reserve Account, the Prefunding Account and the Capitalized Interest Account. The Indenture Trustee may make available shall promptly provide notice to the Guarantor, the Noteholders and the AgentPlacement Agent (i) if it has knowledge of a Guaranty Default Event, via (ii) if the Indenture Trustee’s internet website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as circumstances described forth in Section 3.4(b) have occurred and the Indenture Trustee may have in its possession, but only with has made distributions as required therein and (iii) if the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent without requiring such certification. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility thereforGuarantor has cured any Guaranty Default Event. The Indenture Trustee’s internet website shall be initially located at “xxx.XXXXxxx.xxx” or at another address as shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer and Servicer, the Noteholders, the holder of the Residual Certificate. For assistance with this service, Noteholders and the holder of the Residual Certificate may call the customer service desk at (000) 000-0000. In connection with providing access to the Indenture Trustee’s internet website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law), the Indenture Trustee shall distribute to the Noteholders any Form 1099 or similar information returns required by applicable tax law to be distributed to the Noteholders. The Paying Agent Servicer shall prepare or cause to be prepared all such information forms and returns for distribution by the Indenture Trustee to the Noteholders.

Appears in 1 contract

Samples: Silverleaf Resorts Inc

Reports to Noteholders. On each Payment Date, the Indenture Trustee shall account to the Agent Initial Purchaser, each Noteholder, each Note Owner and each Noteholder to the Rating Agency the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments. The Indenture Trustee may shall satisfy its obligations under this Section 3.5 by making available electronically the Monthly Servicer Report to the AgentInitial Purchaser, the Noteholders Noteholders, the Rating Agency and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth day prior to the final Payment Date with respect to any Class, the Indenture Trustee shall send notice of such Payment Date to the Agent Rating Agency, the Initial Purchaser and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the NoteholdersNote Owners, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a NoteholderNote Owner’s request, the Indenture Trustee agrees to provide such Noteholder Note Owner an accounting of balances in the General Reserve Account. The Indenture Trustee may shall make available to the Noteholders Noteholders, Note Owners and the AgentRating Agency, via the Indenture Trustee’s internet website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit FJ; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent Rating Agency without requiring such certification. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders and the NoteholdersRating Agency. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000. In connection with providing access to the Indenture Trustee’s internet website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law), the Indenture Trustee shall distribute to the Noteholders and submit to the Internal Revenue Service any Form 1099 or similar information returns required by applicable tax law to be distributed to the NoteholdersNoteholders or submitted to the Internal Revenue Service. The Paying Agent shall prepare or cause to be prepared all such information forms and returns for distribution or submission by the Indenture Trustee to the NoteholdersNoteholders or the Internal Revenue Servicer, as applicable.

Appears in 1 contract

Samples: Indenture (Bluegreen Corp)

Reports to Noteholders. On each Payment Date, the Indenture Trustee shall account to the Agent and Agent, each Noteholder and the Rating Agency (to the extent that any Notes are rated) the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments. The Indenture Trustee may satisfy its obligations under this Section 3.5 by making available electronically the Monthly Servicer Report to the Agent, the Noteholders Noteholders, the Rating Agency (to the extent that any Notes are rated) and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth day prior to the final Payment Date with respect to any Class, the Indenture Trustee shall send notice of such Payment Date to the Agent Agent, the Rating Agency (to the extent that any Notes are rated) and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the Noteholders, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a Noteholder’s 's request, the Indenture Trustee agrees to provide such Noteholder an accounting of balances in the General Reserve Account. The Indenture Trustee may make available to the Noteholders and the Agent, via the Indenture Trustee’s 's internet website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture Indenture, the Rating Agency (to the extent that any Notes are rated) and the Agent without requiring such certification. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s 's internet website shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Rating Agency (to the extent that any Notes are rated) and the Noteholders. For assistance with this service, Noteholders may call the customer service desk at (000800) 000934-00006802. In connection with providing access to the Indenture Trustee’s Indentxxx Xxxxxxx'x internet website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law), the Indenture Trustee shall distribute to the Noteholders any Form 1099 or similar information returns required by applicable tax law to be distributed to the Noteholders. The Paying Agent Servicer shall prepare or cause to be prepared all such information for distribution by the Indenture Trustee to the Noteholders.

Appears in 1 contract

Samples: Indenture (Bluegreen Corp)

Reports to Noteholders. On each Payment Date, the Indenture Trustee shall account report to the Agent Initial Purchasers, each Noteholder, each Note Owner and each Noteholder Rating Agency the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments. The Indenture Trustee may shall satisfy its obligations under this Section 3.5 by making available electronically the Monthly Servicer Report to the AgentInitial Purchasers, the Noteholders Noteholders, each Rating Agency and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth day prior to the final Payment Date with respect to any Class, the Indenture Trustee shall send notice of such Payment Date to each Rating Agency, the Agent Initial Purchasers and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the NoteholdersNote Owners, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a NoteholderNote Owner’s request, the Indenture Trustee agrees to provide such Noteholder Note Owner an accounting of balances in the General Reserve Account. The Indenture Trustee may shall make available to the Noteholders Noteholders, Note Owners and the Agenteach Rating Agency, via the Indenture Trustee’s internet websitewebsite (initially located at xxxxx://xxxxx.xxxxxx.xxx), the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit FJ; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent each Rating Agency without requiring such certification. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders and the Noteholderseach Rating Agency. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000. In connection with providing access to the Indenture Trustee’s internet website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law), the Indenture Trustee shall distribute to the Noteholders any Form 1099 or similar information returns required by applicable tax law to be distributed to the Noteholders. The Paying Agent shall prepare or cause to be prepared all such information for distribution by the Indenture Trustee to the Noteholders.

Appears in 1 contract

Samples: Indenture (Bluegreen Vacations Holding Corp)

Reports to Noteholders. On each Payment Date, Date the Indenture Trustee shall account to the Agent Administrative Agent, the Issuer and each Noteholder (i) the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise (ii) the Issuer of all such paymentsamounts on deposit in each Trust Account and identifying the investments included therein. The Indenture Trustee may satisfy its obligations under this Section 3.5 by making available electronically the Monthly Servicer Report to the Administrative Agent, the Noteholders Noteholders, and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth 5th day prior to the final Payment Date with respect to any Classof the Notes, the Indenture Trustee shall send notice of such Payment Date to the Administrative Agent and the Noteholders of such ClassNoteholders. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the Noteholders, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a Noteholder’s request, the Indenture Trustee agrees to provide such Noteholder an accounting of balances in the General Reserve Account. The Indenture Trustee may make available to the Administrative Agent, the Noteholders and the AgentPurchasers, via the Indenture Trustee’s internet websiteInternet Website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent without requiring such certificationTrustee. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website Internet Website shall be initially located at xxx.XXXXxxx.xxx or at such other address as shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders, the Purchasers and the Noteholders. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000Administrative Agent. In connection with providing access to the Indenture Trustee’s internet websiteInternet Website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above KL2 2878899.10 parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law)Notwithstanding any other provision of this Indenture, the Indenture Trustee shall distribute comply with all federal income tax withholding and information requirements with respect to the Noteholders any Form 1099 or similar information returns required by applicable tax law payments of interest to be distributed to the Noteholders. The Paying Agent shall prepare or cause to be prepared all such information for distribution by If the Indenture Trustee does withhold any amount from an interest payment, pursuant to federal income tax withholding requirements, the Indenture Trustee shall indicate the amount withheld to the NoteholdersNoteholder.

Appears in 1 contract

Samples: Indenture (Diamond Resorts International, Inc.)

Reports to Noteholders. On To the extent requested by a Noteholder, on each Payment Date, Date the Indenture Trustee shall account to the Agent and each Noteholder (i) the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments, and (ii) the amounts on deposit in each Trust Account and identifying the investments included therein. The Indenture Trustee may satisfy its obligations under this Section 3.5 3.05 by making available electronically the Monthly Servicer Report to the Agent, the Noteholders and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 3.05 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth day prior to the final Payment Date with respect to any ClassNotes, the Indenture Trustee shall send notice of such Payment Date to the Agent and the Noteholders of such ClassNoteholders. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the The Indenture Trustee shall deliver to the Noteholders, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a Noteholder’s request, the Indenture Trustee agrees to provide such Noteholder an accounting of balances in the General Reserve Account. The Indenture Trustee may make available to the Noteholders and the AgentNoteholders, via the Indenture Trustee’s internet website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent without requiring such certificationTrustee. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website shall be initially located at “xxx.XXXXxxx.xxx” and subsequently may be located at such other address as shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer and the Noteholders. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000. In connection with providing access to the Indenture Trustee’s internet websiteInternet Website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide after providing timely and adequate notification to all above parties regarding any such changes. Annually (and more often, often if required by applicable law), the Indenture Trustee shall distribute to Noteholders and any holder of a beneficial interest in the Noteholders Issuer any Form 1099 or similar information returns required by applicable tax law to be distributed to the NoteholdersNoteholders or holders of beneficial interests in the Issuer. The Paying Agent Servicer shall prepare or cause to be prepared all such information forms and returns for distribution by the Indenture Trustee to the NoteholdersNoteholders or holders of beneficial interests in the Issuer.

Appears in 1 contract

Samples: Indenture (Diamond Resorts International, Inc.)

Reports to Noteholders. On each Payment Date, Date the Indenture Trustee shall account to the Agent Administrative Agent, the Issuer and each Noteholder (i) the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise (ii) the Issuer of all such paymentsamounts on deposit in each Trust Account and identifying the investments included therein. The Indenture Trustee may satisfy its obligations under this Section 3.5 by making available electronically the Monthly Servicer Report to the Administrative Agent, the Noteholders Noteholders, and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth 5th day prior to the final Payment Date with respect to any ClassClass of Notes, the Indenture Trustee shall send notice of such Payment Date to the Administrative Agent and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the Noteholders, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a Noteholder’s request, the Indenture Trustee agrees to provide such Noteholder an accounting of balances in the General Reserve Account. The Indenture Trustee may make available to the Administrative Agent, the Noteholders and the AgentPurchasers, via the Indenture Trustee’s internet websiteInternet Website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent without requiring such certificationTrustee. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website Internet Website shall be initially located at xxx.XXXXxxx.xxx or at such other address as shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders, the Purchasers and the Noteholders. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000Administrative Agent. In connection with providing access to the Indenture Trustee’s internet websiteInternet Website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law)Notwithstanding any other provision of this Indenture, the Indenture Trustee shall distribute comply with all federal income tax withholding and information requirements with respect to the Noteholders any Form 1099 or similar information returns required by applicable tax law payments of interest to be distributed to the Noteholders. The Paying Agent shall prepare or cause to be prepared all such information for distribution by If the Indenture Trustee does withhold any amount from an interest payment, pursuant to federal income tax withholding requirements, the Indenture Trustee shall indicate the amount withheld to the NoteholdersNoteholder.

Appears in 1 contract

Samples: Indenture (Diamond Resorts International, Inc.)

Reports to Noteholders. On each Payment Date, the Indenture Trustee shall account to the Agent Initial Purchaser, each Noteholder and each Noteholder Note Owner the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments. The Indenture Trustee may shall satisfy its obligations under this Section 3.5 by making available electronically the Monthly Servicer Report to the Placement Agent, the Noteholders and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth day prior to the final Payment Date with respect to any Class, the Indenture Trustee shall send notice of such Payment Date to the Placement Agent and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the Indenture Trustee shall deliver to the NoteholdersNote Owners, all notices, compliance reports and other certificates delivered by the Indenture Trustee, the Servicer or the Issuer pursuant to this Indenture. At a NoteholderNote Owner’s request, the Indenture Trustee agrees to provide such Noteholder Note Owner an accounting of balances the balance in the General Reserve Account. The Indenture Trustee may shall make available to the Noteholders and the Agent, Note Owners via the Indenture Trustee’s internet website, the Monthly Servicer Report available each month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent without requiring such certification. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer and the Noteholders. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000. In connection with providing access to the Indenture Trustee’s internet website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide timely and adequate notification to all above parties regarding any such changes. Annually (and more often, if required by applicable law), the Indenture Trustee shall distribute to the Noteholders any Form 1099 or similar information returns required by applicable tax law to be distributed to the Noteholders. The Paying Agent shall prepare or cause to be prepared all such information for distribution by the Indenture Trustee to the Noteholders.

Appears in 1 contract

Samples: Bluegreen Corp

Reports to Noteholders. On each Payment Date, Date the Indenture Trustee shall account to the Agent and Initial Purchaser, each Noteholder and to the Rating Agencies (i) the portion of payments then being made which represents principal and the amount which represents interest, and shall contemporaneously advise the Issuer of all such payments, and (ii) the amounts on deposit in each Trust Account and identifying the investments included therein. The Indenture Trustee may satisfy its obligations under this Section 3.5 3.05 by making available electronically the Monthly Servicer Report to the AgentInitial Purchaser, the Noteholders Noteholders, the Rating Agencies and the Issuer; provided, however, the Indenture Trustee shall have no obligation to provide such information described in this Section 3.5 3.05 until it has received the requisite information from the Issuer or the Servicer. On or before the fifth day prior to the final Payment Date with respect to any ClassClass of Notes, the Indenture Trustee shall send notice of such Payment Date to the Agent Rating Agencies, the Initial Purchaser and the Noteholders of such Class. Such notice shall include a statement that if such Notes are paid in full on the final Payment Date, interest shall cease to accrue as of the day immediately preceding such final Payment Date. In addition, the The Indenture Trustee shall deliver to the Noteholders, all notices, compliance reports and other certificates delivered by the Servicer or the Issuer pursuant to this Indenture. At a Noteholder’s request, the Indenture Trustee agrees to provide such Noteholder an accounting of balances in the General Reserve Account. The Indenture Trustee may make available to the Noteholders and the AgentRating Agencies, via the Indenture Trustee’s internet website, the Monthly Servicer Report available each KL2 2868730.8 month and, with the consent or at the direction of the Issuer, such other information regarding the Notes and/or the Timeshare Loans as the Indenture Trustee may have in its possession, but only with the use of a password provided by the Indenture Trustee or its agent to such Person upon receipt by the Indenture Trustee from such Person of a certification in the form of Exhibit F; provided, however, that the Indenture Trustee or its agent shall provide such password to the parties to this Indenture and the Agent without requiring such certificationTrustee. The Indenture Trustee will make no representation or warranties as to the accuracy or completeness of such documents and will assume no responsibility therefor. The Indenture Trustee’s internet website shall be initially located at “xxx.XXXXxxx.xxx” and subsequently may be located at such other address as shall be specified by the Indenture Trustee from time to time in writing to the Issuer, the Servicer Servicer, the Noteholders and the Noteholders. For assistance with this service, Noteholders may call the customer service desk at (000) 000-0000Rating Agencies. In connection with providing access to the Indenture Trustee’s internet websiteInternet Website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Indenture. The Indenture Trustee shall have the right to change the way Monthly Servicer Reports are distributed in order to make such distribution more convenient and/or more accessible to the above parties and the Indenture Trustee shall provide after providing timely and adequate notification to all above parties regarding any such changes. Annually (and more often, often if required by applicable law), the Indenture Trustee shall distribute to Noteholders and any holder of a beneficial interest in the Noteholders Issuer any Form 1099 or similar information returns required by applicable tax law to be distributed to the NoteholdersNoteholders or holders of beneficial interests in the Issuer. The Paying Agent Servicer shall prepare or cause to be prepared all such information forms and returns for distribution by the Indenture Trustee to the NoteholdersNoteholders or holders of beneficial interests in the Issuer.

Appears in 1 contract

Samples: Indenture (Diamond Resorts International, Inc.)

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