Common use of Swap Documents Clause in Contracts

Swap Documents. (a) On the Closing Date, the Trustee, not in its individual capacity but solely in its capacity as Trustee on behalf of the Trust, is hereby directed to enter into the following agreements, including, without limiting the generality of the foregoing, the Schedule to the related ISDA Master Agreement and the other Swap Documents with the Swap Counterparty. (b) On the second Business Day prior to each Distribution Date, based on the reports provided by the Master Servicer pursuant to Section 4.02(b) or on information that the Trustee obtains from the Swap Counterparty pursuant to Section 4.01(k) or the Swap Documents, and subject to the priorities set forth in Sections 4.01(a) and 4.01(b) hereof, the Trustee shall calculate the net payment, if any, due to the Swap Counterparty or payable to the Trustee by the Swap Counterparty under the Swap Documents, based upon the projected payment that will be payable on the Class A-2F Regular Interest pursuant to the priorities set forth in Section 4.01(b) and the Pass-Through Rate of the Class A-2F Regular Interest and the Class A-2F Certificates and the amount of any Prepayment Premium payable on the Class A-2F Regular Interest. By 5:00 p.m. (New York time) on each Master Servicer Remittance Date, the Trustee shall remit the Net Swap Payment, if any, to the Swap Counterparty from the Floating Rate Account. Such payment shall be deemed a distribution in respect of the Class A-2F Regular Interest pursuant to Section 4.01(b), and of corresponding amounts in respect of the REMIC I Regular Interests LA-2FC and LA-2FP, as the case may be, pursuant to Section 4.01(a)(ii) for such Distribution Date. (c) The Trustee shall be deemed to deposit the amount distributed in respect of the Class A-2F Regular Interest pursuant to Section 4.01(b) and, promptly upon receipt of any payment or other receipt in respect of the Swap Documents, the Trustee shall deposit the same into the Floating Rate Account. (d) The Trustee shall at all times enforce, in a commercially reasonable manner, the Trust Fund's rights under the Swap Documents, including without limitation, if a Rating Agency Trigger Event occurs and is continuing, the Trustee will enforce the Trust Fund's rights with respect to the Swap Counterparty's obligations under the Swap Documents to, pursuant to the Swap Documents, post collateral or find (and transfer its rights and obligations under the Swap Documents to) a replacement swap counterparty that would not cause a Rating Agency Trigger Event with respect to such replacement swap counterparty. The Trustee will have no obligation on behalf of the Trust Fund to pay to the Swap Counterparty any portion of the Fixed Interest Distribution unless and until the interest payment is deemed made on the Class A-2F Regular Interest in respect of amounts actually received by the Trustee in the Distribution Account from the Master Servicer on the Master Servicer Remittance Date or any other date. The Trustee may receive funds from the Swap Counterparty representing the net amount payable to the Trustee pursuant to the Swap Documents and the Trustee shall be required to pay to the Swap Counterparty the portion of interest and other amounts payable on the Class A-2F Regular Interest which is equal to the net amount payable to the Swap Counterparty pursuant to the Swap Documents (the "Net Swap Payment"). (e) In the event that the Swap Documents are terminated and there is no replacement thereof, the Trustee shall provide or cause to be provided the following notice of such termination in the next Distribution Date Statement: "The Swap Documents with respect to the Class A-2F Certificates are terminated as of [date]. Certificateholders and Beneficial Owners that are Plans are advised that the Exemption will no longer apply to the Class A-2F Certificates, effective sixty (60) days after the receipt of this notice. All capitalized terms used in this notice shall have the meaning assigned to them in the Pooling and Servicing Agreement." (f) Any expense incurred by the Trustee under Section 3.28(d) shall not constitute an expense to the portion of the Trust Fund attributable to the Class A-2F Certificates unless the Trustee determines that such expense will not be recoverable from the Swap Counterparty or otherwise under the Swap Documents. Factors the Trustee may consider when making a recoverability determination with respect to the reimbursement of such expenses include, but are not limited to, (i) the financial condition of the Swap Counterparty and (ii) the likelihood that the Swap Counterparty will make such reimbursements in the event the Trustee pursues appropriate legal action or other commercially reasonable enforcement and collection measures.

Swap Documents. (a) On the Closing Date, the Trustee, not in its individual capacity but solely in its capacity as Trustee on behalf of the Trust, is hereby directed to enter into the following agreements, including, without limiting the generality of the foregoing, the Schedule to the related ISDA Master Agreement and the other Swap Documents with the Swap Counterparty. (b) On the second Business Day prior to each Distribution Date, based on the reports provided by the Master Servicer pursuant to Section 4.02(b) or on information that the Trustee obtains from the Swap Counterparty pursuant to Section 4.01(k4.01(j) or the Swap Documents, and subject to the priorities set forth in Sections 4.01(a) and 4.01(b) hereof, the Trustee shall calculate the net payment, if any, due to the Swap Counterparty or payable to the Trustee by the Swap Counterparty under the Swap Documents, based upon the projected payment that will be payable on the Class A-2F Regular Interest pursuant to the priorities set forth in Section 4.01(b) and the Pass-Through Rate of the Class A-2F Regular Interest and the Class A-2F Certificates and the amount of any Prepayment Premium payable on the Class A-2F Regular Interest. By 5:00 p.m. (New York City time) on each Master Servicer Remittance Date, the Trustee shall remit the Net Swap Payment, if any, to the Swap Counterparty from the Floating Rate Account. Such payment shall be deemed a distribution in respect of the Class A-2F Regular Interest pursuant to Section 4.01(b), and of corresponding amounts in respect of the REMIC I Regular Interests LA-2FC and LA-2FP, as the case may be, pursuant to Section 4.01(a)(ii) for such Distribution Date. (c) The Trustee shall be deemed to deposit the amount distributed in respect of the Class A-2F Regular Interest pursuant to Section 4.01(b) and, promptly upon receipt of any payment or other receipt in respect of the Swap Documents, the Trustee shall deposit the same into the Floating Rate Account. (d) The Trustee shall at all times enforce, in a commercially reasonable manner, the Trust Fund's rights under the Swap Documents, including without limitation, if a Rating Agency Trigger Event occurs and is continuing, the Trustee will enforce the Trust Fund's rights with respect to the Swap Counterparty's obligations under the Swap Documents to, pursuant to the Swap Documents, post collateral or find (and transfer its rights and obligations under the Swap Documents to) a replacement swap counterparty that would not cause a Rating Agency Trigger Event with respect to such replacement swap counterparty. The Trustee will have no obligation on behalf of the Trust Fund to pay to the Swap Counterparty any portion of the Fixed Interest Distribution unless and until the interest payment is deemed made on the Class A-2F Regular Interest in respect of amounts actually received by the Trustee in the Distribution Account from the Master Servicer on the Master Servicer Remittance Date or any other date. The Trustee may receive funds from the Swap Counterparty representing the net amount payable to the Trustee pursuant to the Swap Documents and the Trustee shall be required to pay to the Swap Counterparty the portion of interest and other amounts payable on the Class A-2F Regular Interest which is equal to the net amount payable to the Swap Counterparty pursuant to the Swap Documents (the "Net Swap Payment"). (e) In the event that the Swap Documents are terminated and there is no replacement thereof, the Trustee shall provide or cause to be provided the following notice of such termination in the next Distribution Date Statement: "The Swap Documents with respect to the Class A-2F Certificates are terminated as of [date]. Certificateholders and Beneficial Owners that are Plans are advised that the Exemption will no longer apply to the Class A-2F Certificates, effective sixty (60) days after the receipt of this notice. All capitalized terms used in this notice shall have the meaning assigned to them in the Pooling and Servicing Agreement." (f) Any expense incurred by the Trustee under Section 3.28(d) shall not constitute an expense to the portion of the Trust Fund attributable to the Class A-2F Certificates unless the Trustee determines that such expense will not be recoverable from the Swap Counterparty or otherwise under the Swap Documents. Factors the Trustee may consider when making a recoverability determination with respect to the reimbursement of such expenses include, but are not limited to, (i) the financial condition of the Swap Counterparty and (ii) the likelihood that the Swap Counterparty will make such reimbursements in the event the Trustee pursues appropriate legal action or other commercially reasonable enforcement and collection measures.

Swap Documents. (a) On or before the Closing Date, the Trustee, not in its individual capacity but solely in its capacity as Trustee on behalf of the TrustTrustee, is hereby directed to shall enter into the following agreementsSwap Contract, including, without limiting the generality of the foregoing, the Schedule to the related ISDA Master Agreement Agreement, Credit Support Annex and the other Swap Documents with the Swap Counterparty. (b) On the second Business Day prior to each Distribution Date, based on the reports provided by the Master Servicer pursuant to Section 4.02(b) or on information that the Trustee obtains from the Swap Counterparty pursuant to Section 4.01(k4.01(c) or the Swap Documents, and subject to the priorities set forth in Sections 4.01(a) and 4.01(b) hereof, the Trustee shall calculate the net payment, if any, due to the Swap Counterparty or payable to the Trustee by the Swap Counterparty under the Swap Documents, based upon the projected payment that will be payable on the Class A-2F Regular Interest pursuant to the priorities set forth in Section 4.01(b) and the Pass-Through Rate of the Class A-2F Regular Interest and the Class A-2F Certificates and the amount of any Prepayment Premium Yield Maintenance Charges payable on the Class A-2F Regular Interest. By 5:00 p.m. (New York time) on each Master Servicer Remittance P&I Advance Date, the Trustee shall remit the Net Swap Payment, if any, to the Swap Counterparty from the Floating Rate AccountAccount to the Swap Counterparty. Such payment shall be deemed a distribution in respect of the Class A-2F Regular Interest pursuant to Section 4.01(b), and of corresponding amounts in respect of the REMIC I Regular Interests LA-2FC and LA-2FP, as the case may be, pursuant to Section 4.01(a)(ii) for such Distribution Date. (c) The Trustee shall be deemed to deposit the amount distributed in respect of the Class A-2F Regular Interest pursuant to Section 4.01(b) and, promptly Promptly upon receipt of any payment or other receipt in respect of the Class A-2F Regular Interest or the Swap Documents, the Trustee shall deposit the same into the Floating Rate Account. (d) The Trustee shall at all times enforce, in a commercially reasonable manner, enforce the Trust Fund's rights under the Swap Documents, including without limitation, if a Rating Agency Trigger Event occurs and is continuingoccurs, the Trustee will enforce the Trust Fund's rights with respect to the Swap Counterparty's obligations under the Swap Documents to, pursuant to the Swap Documents, post collateral or or, with the reasonable cooperation of the Depositor, find (and transfer its rights and obligations under the Swap Documents to) a replacement swap counterparty that would not cause a Rating Agency Trigger Event with respect to such replacement swap counterparty. Event. (e) The Trustee will have no obligation on behalf of the Trust Fund to pay to the Swap Counterparty any portion of the Fixed Interest Distribution unless and until the interest payment is deemed made on the Class A-2F Regular Interest in respect of amounts actually received by the Trustee in the Distribution Account from the Master Servicer on the Master Servicer Remittance Date or any other dateP&I Advance Date. The Trustee may receive funds from the Swap Counterparty representing the net amount payable to the Trustee pursuant to the Swap Documents and the Trustee shall be required to pay to the Swap Counterparty the portion of interest and other amounts payable on the Class A-2F Regular Interest which is equal to the net amount payable swap payment due to the Swap Counterparty pursuant to the Swap Documents (the "Net Swap Payment"). (e) In the event that the Swap Documents are terminated and there is no replacement thereof, the Trustee shall provide or cause to be provided the following notice of such termination in the next Distribution Date Statement: "The Swap Documents with respect to the Class A-2F Certificates are terminated as of [date]. Certificateholders and Beneficial Owners that are Plans are advised that the Exemption will no longer apply to the Class A-2F Certificates, effective sixty (60) days after the receipt of this notice. All capitalized terms used in this notice shall have the meaning assigned to them in the Pooling and Servicing Agreement." (f) Any expense incurred by the Trustee under Section 3.28(d) shall not constitute an expense to the portion of the Trust Fund attributable to the Class A-2F Certificates unless the Trustee determines that such expense will not be recoverable from the Swap Counterparty or otherwise under the Swap Documents. Factors the Trustee may consider when making a recoverability determination with respect to the reimbursement of such expenses include, but are not limited to, (i) the financial condition of the Swap Counterparty and (ii) the likelihood that the Swap Counterparty will make such reimbursements in the event the Trustee pursues appropriate legal action or other commercially reasonable enforcement and collection measures.

Swap Documents. (a) On the Sequel Closing Date, the Trustee, not in its individual capacity but solely in its capacity as Trustee on behalf of the Trust, Trust is hereby directed to enter into the following agreementsSwap Contract, including, without limiting the generality of the foregoing, the Schedule to the related ISDA Master Agreement and the other Swap Documents with the Swap Counterparty. (b) On the second Business Day prior to each Distribution Date, based on the reports provided by the Master Servicer pursuant to Section 4.02(b) or on information that the Trustee obtains from the Swap Counterparty pursuant to Section 4.01(k) or the Swap Documents, and subject to the priorities set forth in Sections 4.01(a) and 4.01(b) hereof, the Trustee shall calculate the net payment, if any, due to the Swap Counterparty or payable to the Trustee by the Swap Counterparty under the Swap Documents, based upon the projected payment that will be payable on the Class A-2F Regular Interest pursuant to the priorities set forth in Section 4.01(b) and the Pass-Through Rate of the Class A-2F Regular Interest and the Class A-2F Certificates and the amount of any Prepayment Premium payable on the Class A-2F Regular Interest. By 5:00 p.m. (New York time) on each Master Servicer Remittance Date, the Trustee shall remit the Net Swap Payment, if any, to the Swap Counterparty from the Floating Rate AccountAccount to the Swap Counterparty. Such payment shall be deemed a distribution in respect of the Class A-2F Regular Interest pursuant to Section 4.01(b), and of corresponding amounts in respect of the REMIC I Regular Class UA-2F Uncertificated Interest, the Class MA-1 or Class MA-2 Uncertificated Interests LA-2FC as the case may be, and LA-2FP, the Class LA-1 or Class LA-2 Uncertificated Interests as the case may be, pursuant to Section 4.01(a)(ii) for such Distribution Date. (c) The Trustee shall be deemed to deposit the amount distributed in respect of the Class A-2F Regular Interest pursuant to Section 4.01(b) and, promptly upon receipt of any payment or other receipt in respect of the Swap Documents, the Trustee shall deposit the same same, into the Floating Rate Account. (d) The Trustee shall at all times enforce, in a commercially reasonable manner, enforce the Trust Fund's rights under the Swap Documents, including without limitation, if a Rating Agency Trigger Event occurs and is continuingoccurs, the Trustee will enforce the Trust Fund's rights with respect to the Swap Counterparty's obligations under the Swap Documents to, pursuant to the terms of the Swap Documents, Documents to post collateral or find (and transfer its rights and obligations under the Swap Documents to) a replacement swap counterparty that would not cause a Rating Agency Trigger Event with respect to such replacement swap counterpartyEvent. The Trustee will have no obligation on behalf of the Trust Fund to pay to the Swap Counterparty any portion of the Fixed Interest Distribution unless and until the interest payment is deemed made on the Class A-2F Regular Interest in respect of amounts actually received by the Trustee in the Distribution Account from the Master Servicer on the Master Servicer Remittance Date or any other date. The Trustee may receive funds from the Swap Counterparty representing the net amount payable to the Trustee pursuant to the Swap Documents and the Trustee shall be required to pay to the Swap Counterparty the portion of interest and other amounts payable on the Class A-2F Regular Interest which is equal to the net amount mount payable to the Swap Counterparty pursuant to the Swap Documents (the "Net Swap Payment"). (e) In the event that the Swap Documents are terminated and there is no replacement thereof, the Trustee shall provide or cause to be provided the following notice of such termination in the next Distribution Date Statement: "The Swap Documents with respect to the Class A-2F Certificates are terminated as of [date]. Certificateholders and Beneficial Owners that are Plans are advised that the Exemption will no longer apply to the Class A-2F Certificates, effective sixty (60) days after the receipt of this notice. All capitalized terms used in this notice shall have the meaning assigned to them in the Pooling and Servicing Agreement." (f) Any expense incurred by the Trustee under Section 3.28(d) shall not constitute an expense to the portion of the Trust Fund attributable to the Class A-2F Certificates unless the Trustee determines that such expense will not be recoverable from the Swap Counterparty or otherwise under the Swap Documents. Factors the Trustee may consider when making a recoverability determination with respect to the reimbursement of such expenses include, but are not limited to, (i) the financial condition of the Swap Counterparty and (ii) the likelihood that the Swap Counterparty will make such reimbursements in the event the Trustee pursues appropriate legal action or other commercially reasonable enforcement and collection measures.