Series Designation. The Series Designation establishing a Series may: (i) specify a name or names under which the business and affairs of such Series may be conducted; (ii) designate, fix and determine the relative rights, powers, authority, privileges, preferences, duties, responsibilities, liabilities and obligations in respect of Interests of such Series and the Members associated therewith (to the extent such terms differ from those set forth in this Agreement) and (iii) designate or authorize the designation of specific Officers to be associated with such Series. A Series Designation (or any resolution of the Managing Member amending any Series Designation) shall be effective when a duly executed original of the same is included by the Managing Member among the permanent records of the Company, and shall be annexed to, and constitute part of, this Agreement (it being understood and agreed that, upon such effective date, the Series described in such Series Designation shall be deemed to have been established and the Interests of such Series shall be deemed to have been authorized in accordance with the provisions thereof). The Series Designation establishing a Series may set forth specific provisions governing the rights of such Series against a Member associated with such Series who fails to comply with the applicable provisions of this Agreement (including, for the avoidance of doubt, the applicable provisions of such Series Designation). In the event of a conflict between the terms and conditions of this Agreement and a Series Designation, the terms and conditions of the Series Designation shall prevail.
Series Designation. Series 2006-2. ------------------- -------------- Terms of the Series 2006-2 Certificates: Structured Adjustable Rate Mortgage Loan Trust Mortgage Pass-Through Certificates, Series 2006-2, Class 1-A1, Class 1-A2, Class 2-A1, Class 2-A2, Class AX, Class PAX, Class 3-A1, Class 3-A2, Class 4-A1, Class 4-A2, Class 4-AX, Class 5-A1, Class 5-A2, Class 5-AX, Class B1-I, Class B2-I, Class B3-I, Class B4-I, Class B5-I, Class B6-I, Class B7-I, Class B1-II, Class B2-II, Class B3-II, Class B4-II, Class B5-II, Class B6-II, Class B7-II, Class P-I, Class P-II, Class P-III, Class P-IV and Class R (the "Certificates") will evidence, in the aggregate, the entire beneficial ownership interest in a trust fund (the "Trust Fund"). The primary assets of the Trust Fund on the Closing Date (as defined below) will consist primarily of five pools of conventional, first lien, adjustable rate, fully amortizing, residential mortgage loans having a total Scheduled Principal Balance (as defined in the Trust Agreement) as of the Cut-off Date of $1,329,713,405.01 (the "Mortgage Loans"). Only the Class 1-A1, Class 1-A2, Class 2-A1, Class 2-A2, Class AX, Class PAX, Class 3-A1, Class 3-A2, Class 4-A1, Class 4-A2, Class 4-AX, Class 5-A1, Class 5-A2, Class 5-AX, Class B1-I, Class B2-I, Class B3-I, Class B4-I, Class B1-II, Class B2-II, Class B3-II, Class B4-II and Class R Certificates (the "Offered Certificates") are being sold pursuant to the terms hereof. Registration Statement: File Number 333-127589.
Series Designation. 15 Section 5.3
Series Designation. The Trustees, in their discretion from time to time, may authorize the reclassification of Shares into one or more Series, each Series relating to a separate portfolio of investments and each of which Series shall be a separate and distinct subtrust of the Trust. Each Series so established hereunder shall be deemed to be a separate trust under the provisions of Delaware law. The Trustees shall have exclusive power without the requirement of Shareholder approval to establish and designate such separate and distinct Series and to fix and determine the relative rights and preferences as between the different Series. The establishment and designation of any Series shall be effective upon the execution or approval by a majority of the Trustees of an instrument or resolution setting forth the establishment and designation of such Series (or when authorized to do so, by any officer of the Trust pursuant to the vote of a majority of the Trustees of the Trust). Such instrument shall also set forth any rights and preferences of such Series which are in addition to the rights and preferences of Shares set forth in this Declaration. At any time that there are no Shares outstanding of any particular Series previously established and designated, the Trustees may by an instrument or resolution executed or approved by a majority of their number abolish or alter that Series and the establishment and designation thereof. Each instrument referred to in this paragraph shall have the status of an amendment to this Declaration.
Series Designation. The Trustees, in their discretion from time to time, may authorize the division of Shares into one or more Series, each such Series relating to a separate portfolio of investments. Series that are established and designated pursuant to this Declaration, together with such Classes as may be established and designated pursuant to Section 6.3 of this Declaration, may be set forth on a schedule affixed to this Declaration, provided however that such schedule shall be used solely for administrative convenience and shall not constitute a part of this Declaration. Any such schedule shall be revised from time to time to reflect additions or terminations of Series and Classes, provided however that such revisions shall not constitute an amendment to this Declaration. Different Series may be established and designated and variations in the relative rights and preferences as between the different Series shall be fixed and determined by the Trustees; provided that all Shares shall be identical except as provided for by Section 6.3 and except that there may be variations between different Series as to investment policies, securities portfolios, purchase price, determination of net asset value, the price, terms and manner of redemption, special and relative rights as to dividends and on liquidation, conversion rights, and conditions under which the several Series shall have separate voting rights. The following provisions shall be applicable to all series:
(a) The number of Shares of each Series that may be issued shall be unlimited. The Trustees may classify or reclassify any unissued Shares or any Shares previously issued and required of any Series into one or more Series that may be established and designated from time to time. The Trustees may hold as treasury Shares (of the same or some other Series), reissue for such consideration and on such terms as they may determine, or cancel any Shares of any Series reacquired by the Trust at their discretion from time to time.
(b) The power of the Trustees to invest and reinvest the Trust Property of each Series that has been or that may be established shall be governed by Section 3.2 of this Declaration.
(c) All consideration received by the Trust for the issue or sale of Shares of a particular Series, together with all assets in which such consideration is invested or reinvested, all income, earnings, profits, and proceeds thereof, including any proceeds derived from the sale, exchange or liquidation of such assets, and a...
Series Designation. The Trustees, in their discretion from time to time, may authorize the division of Shares into two or more Series, each Series relating to a separate portfolio of investments and each of which Series shall be a separate and distinct subtrust of the Trust. Each Series so established hereunder shall be deemed to be a separate trust under the provisions of Delaware law. The Trustees shall have exclusive power without the requirement of Shareholder approval to establish and designate such separate and distinct Series and to fix and determine the relative rights and preferences as between the different Series. The establishment and designation of any Series shall be effective upon the execution by a majority of the Trustees of an instrument setting forth the establishment and designation of such Series. Such instrument shall also set forth any rights and preferences of such Series which are in addition to the rights and preferences of Shares set forth in this Declaration. At any time that there are no Shares outstanding of any particular Series previously established and designated, the Trustees may by an instrument executed by a majority of their number abolish or alter that Series and the establishment and designation thereof. Each instrument referred to in this paragraph shall have the status of an amendment to this Declaration.
Series Designation. ABN AMRO Mortgage Corporation Multi-Class Mortgage Pass-Through Certificates, Series 2002-8 Terms of the Certificates and Underwriting Compensation: Original Principal or Price to Class Notional Amount* Certificate Rate Public ----- ---------------- ---------------- ------ IA-1 $81,562,500 4.25% ** IA-2 $18,419,640 6.25% ** IA-3 $39,611,500 6.25% ** IA-4 $25,000,000 6.25% ** IA-5 $66,890,000 6.25% ** IA-6 $11,808,000 6.25% ** IA-7 $14,845,000 6.25% ** IA-8 $15,886,000 6.25% ** IA-9 $6,000,000 6.25% ** IA-10 $2,000,000 6.25% ** IA-11 $3,500,000 6.25% ** IA-12 $2,000,000 6.25% ** IA-13 $146,736,000 5.50% ** IA-14 $11,650,000 6.25% ** IA-15 $2,162,432 6.25% ** IA-16 $950,000 6.75% ** IA-17 $2,850,000 5.75% ** IA-18 $1,700,000 6.50% ** IA-19 $2,400,000 6.00% ** IA-20 $2,300,000 6.00% ** IA-21 $1,500,000 6.00% ** IA-22 $1,500,000 6.00% ** IA-23 $1,850,000 6.00% ** IA-24 $3,250,000 6.00% ** IA-25 $450,000 6.25% ** IA-26 $450,000 6.25% ** IA-27 $450,000 6.25% ** IA-28 $450,000 6.25% ** IA-29 $1,700,000 5.50% ** IA-30 $250,000 6.25% ** IA-31 $17,000,000 6.25% ** IA-32 $1,363,000 5.50% ** IA-33 $4,466,000 5.50% ** IA-34 $2,659,000 5.50% ** IA-35 $3,245,000 5.50% ** IA-36 $1,826,000 5.50% ** IA-37 $521,000 5.50% ** IA-38 $24,050,000 (1) ** IA-39 $24,050,000 (1) ** IA-40 $48,100,000 5.125% ** IA-41 $900,000 6.25% ** IA-42 $5,033,500 6.25% ** IA-43 $5,033,500 6.25% ** IA-44 $44,888,779 6.00% ** IA-45 $1,795,551 6.25% ** IA-46 $20,283,000 6.00% ** IA-47 $72,500,000 (1) ** IA-48 $72,500,000 (1) ** IA-P $2,529,333 *** ** IA-X $26,333,675 6.25% ** IIA-1 $92,718,650 5.75% ** IIA-P $318,651 *** ** IIA-X $4,490,801 5.75% ** M $10,233,110 (2) ** B-1 $5,321,217 (2) ** B-2 $2,046,622 (2) ** R $100 5.75% ** _________________________ * Approximate. Subject in the case of each Class to a permitted variance of plus or minus 5%. ** The Certificates are being offered by the Underwriters from time to time in negotiated transactions or otherwise at varying prices to be determined, in each case, at the time of sale. *** The Class IA-P and Class IIA-P Certificates are principal-only certificates and are not entitled to payments of interest.
(1) The Certificate Rate for certificates with variable rates of interests are set forth in the table below: CLASS FORMULA INITIAL MAXIMUM MINIMUM ----- ------- ------- ------- ------- Class IA-38 LIBOR + 0.65% 2.51% 8.50% 0.65% Class IA-39 7.85% - LIBOR 5.99% 7.85% 0.00% Class IA-47 LIBOR + 0.45% 2.31% 8.50% 0.45% Class IA-48 8.05% - LIBOR 6.19% 8.05...
Series Designation. Terms of the Certificates and Underwriting Compensation: ------------------------------------------------------- Original Principal Remittance Price to Classes Amount* Rate Public ------- --------- ---------- -------- ** * Approximate. Subject to permitted variance in each case of plus or minus 5%. ** The Class __ Certificates are being offered by the Underwriter from time to time in negotiated transactions or otherwise at varying prices to be determined, in each case, at the time of sale.
Series Designation. Series 2008-1. Terms of the Series 2008-1 Certificates: Structured Adjustable Rate Mortgage Loan Trust Mortgage Pass-Through Certificates, Series 2008-1, Class A1, Class A1X, Class A21, Class A22, Class A31, Class A32, Class A2, Class A3, Class A4, Class A5, Class AP, Class B1, Class B2, Class B3, Class B4, Class B5, Class B6 and Class R (the “Certificates”) will evidence, in the aggregate, the entire beneficial ownership interest in a trust fund (the “Trust Fund”). The primary assets of the Trust Fund on the Closing Date (as defined below) will consist primarily of a pool of conventional, first lien, adjustable rate, fully amortizing and balloon, residential mortgage loans having a total Scheduled Principal Balance (as defined in the Trust Agreement) as of the Cut-off Date of $154,863,333.71 (the “Mortgage Loans”). Only the Class A1, Class A1X, Class A21, Class A22, Class A31, Class A32, Class A2, Class A3, Class A4, Class A5, Class B1, Class B2, Class B3 and Class R (the “Offered Certificates”) are being sold pursuant to the terms hereof. Registration Statement: File Number 333-139693. Certificate Ratings: It is a condition of Closing that at the Closing Date the Certificates are rated by Standard & Poor’s, a division of the XxXxxx-Xxxx Companies, Inc. (“S&P”) and by Fitch Ratings (“Fitch” and together with S&P, the “Rating Agencies”) in accordance with the following:
Series Designation. Series may be established from time to time in accordance with this Agreement and the separate agreements establishing each Series described therein (each separate agreement, a “Series Designation”). No Series may be established except as expressly permitted by this Agreement. The terms of each Series will be as generally set forth in this Agreement and as specifically set forth in the applicable Series Designation. However, and notwithstanding any other provision of this Agreement, the terms and provisions of any Series Designation may only alter or amend the terms and provisions of this Agreement as specifically provided herein; and in no case will alter or amend any terms and provisions of any other Series Designation. For all purposes of the Act, this Agreement together with each Series Designation entered into from time to time constitute the “limited liability company agreement” of the Company within the meaning of the Act. With respect to each Series and as further described in Section 6 hereof, each Series Designation must be executed by the applicable parties thereto upon the creation of such new Series (subject to Section 11 hereof). Notwithstanding any other provision of this Agreement, the establishment of a new Series and the execution of any Series Designation will not be deemed an amendment of this Agreement for purposes of Section 16(a).
