Successor Indenture Trustee. Any successor Indenture Trustee appointed in accordance with the Trust Indenture shall execute, acknowledge and deliver to the Trust and TCPL and to its predecessor Indenture Trustee an instrument accepting such appointment hereunder and under the Trust Indenture. Subject to the Trust Indenture, thereupon, the resignation or removal of the predecessor Indenture Trustee shall become effective and such successor Indenture Trustee, without any further act, deed or conveyance, shall become vested with all the rights, powers, duties and obligations of its predecessor under this Agreement, with like effect as if originally named as Indenture Trustee in accordance with the Trust Indenture. However, on the written request of the Trust and TCPL or of the successor Indenture Trustee, the Indenture Trustee ceasing to act shall, upon payment of any amounts then due to it pursuant to the provisions of this Agreement, execute and deliver an instrument transferring to such successor Indenture Trustee all the rights and powers of the Indenture Trustee so ceasing to act. In addition to and without limiting the Trust Indenture, upon the request of any such successor Indenture Trustee, the Trust and TCPL, such predecessor Indenture Trustee shall execute any and all instruments in writing for more fully and certainly vesting in and confirming to such successor Indenture Trustee all such rights and powers. Without limiting the Trust Indenture, any company into which the Indenture Trustee may be merged or with which it may be consolidated or amalgamated, or any company resulting or continuing from any merger, consolidation or amalgamation to which the Indenture Trustee is a party or any company to which the Indenture Trustee may transfer all or substantially all of its corporate trust business, shall be a successor Indenture Trustee under this Agreement, without the execution or filing of any paper or further act on the part of any of the parties hereto.
Appears in 9 contracts
Samples: Assignment and Set Off Agreement (TransCanada Trust), Assignment and Set Off Agreement (TransCanada Trust), Assignment and Set Off Agreement (Transcanada Pipelines LTD)
Successor Indenture Trustee. (a) Any successor Indenture Trustee appointed as provided in accordance with the Trust Indenture Section 7.8 hereof shall execute, acknowledge and deliver to each of the Trust and TCPL Servicer, the Issuer, each Rating Agency, the Noteholders and to its predecessor Indenture Trustee an instrument accepting such appointment hereunder hereunder, and under the Trust Indenture. Subject to the Trust Indenture, thereupon, thereupon the resignation or removal of the predecessor Indenture Trustee shall become effective and such successor Indenture Trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor under this Agreement, Indenture Trustee hereunder with like effect as if originally named as a Indenture Trustee. The predecessor Indenture Trustee shall deliver or cause to be delivered to the successor Indenture Trustee or its custodian any Transaction Documents and statements held by it or its custodian hereunder; and the Servicer and the Issuer and the predecessor Indenture Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for the full and certain vesting and confirmation in accordance the successor Indenture Trustee of all such rights, powers, duties and obligations.
(b) In case of the appointment hereunder of a successor Indenture Trustee with respect to the Trust Indenture. HoweverNotes, on the written request Issuer, the retiring Indenture Trustee and each successor Indenture Trustee with respect to the Notes shall execute and deliver an indenture supplemental hereto wherein each successor Indenture Trustee shall accept such appointment and which (i) shall contain such provisions as shall be necessary or desirable to transfer and confirm to, and to vest in, each successor Indenture Trustee all the rights, powers, trusts and duties of the retiring Indenture Trustee with respect to the Notes to which the appointment of such successor Indenture Trustee relates, (ii) if the retiring Indenture Trustee is not retiring with respect to all Notes, shall contain such provisions as shall be deemed necessary or desirable to confirm that all the rights, powers, trusts and duties of the retiring Indenture Trustee with respect to the Notes as to which the retiring Indenture Trustee is not retiring shall continue to be vested in the retiring Indenture Trustee, and (iii) shall add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the Trust and TCPL Estate hereunder by more than one Indenture Trustee, it being understood that nothing herein or in such supplemental indenture shall constitute such Indenture Trustees co-trustees of the same allocated trust and that each such Indenture Trustee shall be trustee of a trust or trusts hereunder separate and apart from any trust or trusts hereunder administered by any other such Indenture Trustee; and upon the execution and delivery of such supplemental indenture the resignation or removal of the retiring Indenture Trustee shall become effective to the extent provided therein and each such successor Indenture Trustee, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Indenture Trustee ceasing to act shall, upon payment of any amounts then due to it pursuant with respect to the provisions Notes to which the appointment of this Agreementsuch successor Indenture Trustee relates; but, execute on request of the Issuer or any successor Indenture Trustee, such retiring Indenture Trustee shall duly assign, transfer and deliver an instrument transferring to such successor Indenture Trustee all the rights property and powers of the money held by such retiring Indenture Trustee so ceasing hereunder with respect to actthe Notes of that or those to which the appointment of such successor Indenture Trustee relates. In addition to and without limiting the Trust Indenture, upon the Upon request of any such successor Indenture Trustee, the Trust and TCPL, such predecessor Indenture Trustee Issuer shall execute any and all instruments in writing for more fully and certainly vesting in and confirming to such successor indenture trustee all such rights, powers and trusts referred to in the preceding paragraph.
(c) No successor Indenture Trustee all shall accept appointment as provided in this Section 7.9 unless at the time of such rights and powers. Without limiting the Trust Indenture, any company into which the acceptance such successor Indenture Trustee may be merged or with which it may be consolidated or amalgamated, or any company resulting or continuing from any merger, consolidation or amalgamation to which the Indenture Trustee is a party or any company to which the Indenture Trustee may transfer all or substantially all of its corporate trust business, shall be eligible under the provisions of Section 7.7 hereof.
(d) Upon acceptance of appointment by a successor Indenture Trustee under as provided in this AgreementSection 7.9, without the execution or filing of any paper or further act on the part of any Servicer shall mail notice of the parties heretosuccession of such Indenture Trustee hereunder to each Noteholder at its address as shown in the Note Register. If the Servicer fails to mail such notice within ten days after acceptance of appointment by the successor Indenture Trustee, the successor Indenture Trustee shall cause such notice to be mailed at the expense of the Issuer and the Servicer.
Appears in 7 contracts
Samples: Indenture (BBX Capital Corp), Indenture (Bluegreen Vacations Holding Corp), Indenture (Bluegreen Vacations Corp)
Successor Indenture Trustee. (a) Any successor Indenture Trustee appointed as provided in accordance with the Trust Indenture Section 7.8 hereof shall execute, acknowledge and deliver to each of the Trust and TCPL Servicer, the Issuer, the Agent, the Noteholders and to its predecessor Indenture Trustee an instrument accepting such appointment hereunder hereunder, and under the Trust Indenture. Subject to the Trust Indenture, thereupon, thereupon the resignation or removal of the predecessor Indenture Trustee shall become effective and such successor Indenture Trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor under this Agreement, Indenture Trustee hereunder with like effect as if originally named as a Indenture Trustee. The predecessor Indenture Trustee shall deliver or cause to be delivered to the successor Indenture Trustee or its custodian any Transaction Documents and statements held by it or its custodian hereunder; and the Servicer and the Issuer and the predecessor Indenture Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for the full and certain vesting and confirmation in accordance the successor Indenture Trustee of all such rights, powers, duties and obligations.
(b) In case of the appointment hereunder of a successor Indenture Trustee with respect to the Trust Indenture. HoweverNotes, on the written request Issuer, the retiring Indenture Trustee and each successor Indenture Trustee with respect to the Notes shall execute and deliver an indenture supplemental hereto wherein each successor Indenture Trustee shall accept such appointment and which (i) shall contain such provisions as shall be necessary or desirable to transfer and confirm to, and to vest in, each successor Indenture Trustee all the rights, powers, trusts and duties of the retiring Indenture Trustee with respect to the Notes to which the appointment of such successor Indenture Trustee relates, (ii) if the retiring Indenture Trustee is not retiring with respect to all Notes, shall contain such provisions as shall be deemed necessary or desirable to confirm that all the rights, powers, trusts and duties of the retiring Indenture Trustee with respect to the Notes as to which the retiring Indenture Trustee is not retiring shall continue to be vested in the retiring Indenture Trustee, and (iii) shall add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the Trust and TCPL Estate hereunder by more than one Indenture Trustee, it being understood that nothing herein or in such supplemental indenture shall constitute such Indenture Trustees co-trustees of the same allocated trust and that each such Indenture Trustee shall be trustee of a trust or trusts hereunder separate and apart from any trust or trusts hereunder administered by any other such Indenture Trustee; and upon the execution and delivery of such supplemental indenture the resignation or removal of the retiring Indenture Trustee shall become effective to the extent provided therein and each such successor Indenture Trustee, without any further act, deed or conveyance, shall become vested with all the rights, powers, trusts and duties of the retiring Indenture Trustee ceasing to act shall, upon payment of any amounts then due to it pursuant with respect to the provisions Notes to which the appointment of this Agreementsuch successor Indenture Trustee relates; but, execute on request of the Issuer or any successor Indenture Trustee, such retiring Indenture Trustee shall duly assign, transfer and deliver an instrument transferring to such successor Indenture Trustee all the rights property and powers of the money held by such retiring Indenture Trustee so ceasing hereunder with respect to actthe Notes of that or those to which the appointment of such successor Indenture Trustee relates. In addition to and without limiting the Trust Indenture, upon the Upon request of any such successor Indenture Trustee, the Trust and TCPL, such predecessor Indenture Trustee Issuer shall execute any and all instruments in writing for more fully and certainly vesting in and confirming to such successor indenture trustee all such rights, powers and trusts referred to in the preceding paragraph.
(c) No successor Indenture Trustee all shall accept appointment as provided in this Section 7.9 unless at the time of such rights and powers. Without limiting the Trust Indenture, any company into which the acceptance such successor Indenture Trustee may be merged or with which it may be consolidated or amalgamated, or any company resulting or continuing from any merger, consolidation or amalgamation to which the Indenture Trustee is a party or any company to which the Indenture Trustee may transfer all or substantially all of its corporate trust business, shall be eligible under the provisions of Section 7.7 hereof.
(d) Upon acceptance of appointment by a successor Indenture Trustee under as provided in this AgreementSection 7.9, without the execution or filing of any paper or further act on the part of any Servicer shall mail notice of the parties heretosuccession of such Indenture Trustee hereunder to each Noteholder at its address as shown in the Note Register. If the Servicer fails to mail such notice within ten days after acceptance of appointment by the successor Indenture Trustee, the successor Indenture Trustee shall cause such notice to be mailed at the expense of the Issuer and the Servicer.
Appears in 5 contracts
Samples: Indenture (Bluegreen Corp), Third Amended and Restated Indenture (Bluegreen Corp), Indenture (Bluegreen Corp)
Successor Indenture Trustee. Any successor Indenture Trustee appointed as provided in accordance with the Trust Indenture Section 907 hereof shall execute, acknowledge and deliver to the Trust and TCPL Issuer and to its predecessor Indenture Trustee an instrument accepting such appointment hereunder hereunder, and under the Trust Indenture. Subject to the Trust Indenture, thereupon, thereupon the resignation or removal of the predecessor Indenture Trustee shall become effective and such successor Indenture Trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor under this Agreementhereunder, with like effect as if originally named as the Indenture Trustee herein. The predecessor Indenture Trustee shall upon payment of all charges due it, its agents and counsel deliver to the successor Indenture Trustee all documents relating to the Collateral, if any, delivered to it, together with any amount remaining in accordance with the Trust IndentureAccount, the Restricted Cash Account and any Series Accounts. HoweverIn addition, on the written predecessor Indenture Trustee and, upon request of the Trust and TCPL or of the successor Indenture Trustee, the Indenture Trustee ceasing to act shall, upon payment of any amounts then due to it pursuant to the provisions of this Agreement, Issuer shall execute and deliver an instrument transferring to such successor Indenture Trustee all the rights instruments and powers of the Indenture Trustee so ceasing to act. In addition to and without limiting the Trust Indenture, upon the request of any do such successor Indenture Trustee, the Trust and TCPL, such predecessor Indenture Trustee shall execute any and all instruments in writing other things as may reasonably be required for more fully and certainly vesting in and confirming to such in the successor Indenture Trustee all such rights rights, powers, duties and powersobligations. Without limiting the Trust Indenture, any company into which the No successor Indenture Trustee may be merged or with which it may be consolidated or amalgamated, or any company resulting or continuing from any merger, consolidation or amalgamation to which shall accept appointment as provided in this Section unless at the time of such acceptance such successor Indenture Trustee is a party or any company to which the Indenture Trustee may transfer all or substantially all of its corporate trust business, shall be eligible under the provisions of Section 906 hereof. Upon acceptance of appointment by a successor Indenture Trustee under as provided in this AgreementSection, without the execution or filing of any paper or further act on the part of any Issuer shall mail notice of the parties heretosuccession of such Indenture Trustee hereunder to all Noteholders at their addresses as shown in the Note Register and to each Hedge Counterparty. If the Issuer fails to mail such notice within ten (10) days after acceptance of appointment by the successor Indenture Trustee, the successor Indenture Trustee shall cause such notice to be mailed at the expense of the Issuer.
Appears in 4 contracts
Samples: Indenture (TAL International Group, Inc.), Indenture (TAL International Group, Inc.), Indenture (TAL International Group, Inc.)