The Certificate. (a) Except as provided in Section 3.02(b), the Certificate shall be issued and maintained in definitive form. On the Closing Date, the Certificate shall be executed on behalf of the Trust by manual or facsimile signature of an authorized officer of the Owner Trustee and authenticated by the Certificate Registrar upon satisfaction of the closing conditions set forth in the Indenture, as certified by the Sponsor to the Certificate Registrar and Owner Trustee. A Certificate bearing the manual or facsimile signatures of individuals who were, at the time when such signatures shall have been affixed, authorized to sign for the Owner Trustee on behalf of the Trust, shall be validly issued and entitled to the benefit of this Agreement, notwithstanding that such individuals or any of them shall have ceased to be so authorized prior to the authentication and delivery of such Certificate or did not hold such offices at the date of authentication and delivery of such Certificate. A Person shall become the Certificateholder and shall be entitled to the rights and subject to the obligations of the Certificateholder hereunder upon such Person’s acceptance of a Certificate duly registered in such Person’s name subject to Sections 3.04 and 3.05. The Certificateholder, by acceptance of the Certificate, acknowledges the limitations on the rights of the Certificateholder as provided herein, including without limitation the provisions of Section 4.02, and agrees that it shall be bound by the provisions hereof. (b) If the Certificate is offered and sold in reliance on the exemption from registration under Rule 144A under the Securities Act, it shall be issued initially in the form of a global Certificate in fully registered form without interest coupons with the legend set forth in Exhibit A.
Appears in 65 contracts
Samples: Trust Agreement, Trust Agreement, Trust Agreement
The Certificate. (a) Except as provided in Section 3.02(b), the The Certificate shall be issued and maintained in definitive formthe form of a single Certificate, representing 100% Certificate Percentage Interest. On The Certificate (which includes the Closing Date, Transferor Interest) shall initially be registered in the name of American Home Mortgage Investment Corp. The Certificate shall be executed on behalf of the Trust by manual or facsimile signature of an authorized officer of the Owner Trustee and authenticated by the Certificate Registrar upon satisfaction of the closing conditions set forth in the Indenturemanner provided in Section 3.04. The Certificate, as certified by the Sponsor to the Certificate Registrar and Owner Trustee. A Certificate bearing the manual or facsimile signatures of individuals who were, at the time when such signatures shall have been affixed, authorized to sign for the Owner Trustee on behalf of the Trust, shall be validly issued and entitled to the benefit of this Trust Agreement, notwithstanding that such individuals or any of them shall have ceased to be so authorized prior to the authentication and delivery of such Certificate or did not hold such offices at the date of authentication and delivery of such Certificate. A Person shall become the a Certificateholder and shall be entitled to the rights and subject to the obligations of the a Certificateholder hereunder upon such Person’s 's acceptance of a Certificate duly registered in such Person’s name 's name, pursuant to Section 3.05. A transferee of a Certificate shall become a Certificateholder and shall be entitled to the rights and subject to Sections 3.04 and 3.05. The Certificateholder, by the obligations of a Certificateholder hereunder upon such transferee's acceptance of the Certificate, acknowledges the limitations on the rights a Certificate duly registered in such transferee's name pursuant to and upon satisfaction of the Certificateholder as provided herein, including without limitation the provisions of Section 4.02, and agrees that it shall be bound by the provisions hereof.
(b) If the Certificate is offered and sold in reliance on the exemption from registration under Rule 144A under the Securities Act, it shall be issued initially in the form of a global Certificate in fully registered form without interest coupons with the legend conditions set forth in Exhibit A.Section 3.05.
Appears in 1 contract
Samples: Trust Agreement (American Home Mortgage Investment Trust 2007-2)
The Certificate. (a) Except as provided in Section 3.02(b), the The Certificate shall be issued and maintained in definitive forma single denomination of a 100.00% Certificate Percentage Interest. On the Closing Date, the The Certificate shall be executed on behalf of the Trust by manual or facsimile signature of an authorized officer of the Owner Trustee and authenticated by in the manner provided in Section 3.04. If the Certificate Registrar upon satisfaction of the closing conditions set forth in the Indenture, as certified by the Sponsor to the Certificate Registrar and Owner Trustee. A Certificate bearing bears the manual or facsimile signatures of individuals who were, at the time when such signatures shall have been affixed, authorized to sign for the Owner Trustee on behalf of the Trust, the Certificate shall be validly issued and entitled to the benefit of this Owner Trust Agreement, notwithstanding that such individuals or any of them shall have ceased to be so authorized prior to the authentication and delivery of such the Certificate or did not hold such offices at the date of authentication and delivery of such the Certificate. A Person shall become the Certificateholder and shall be entitled to the rights and subject to the obligations of the Certificateholder hereunder upon such Person’s 's acceptance of a the Certificate duly registered in such Person’s name 's name, pursuant to Section 3.05. A transferee of the Certificate shall become the Certificateholder and shall be entitled to the rights and subject to Sections 3.04 the obligations of the Certificateholder hereunder upon such transferee's acceptance of the Certificate duly registered in such transferee's name pursuant to and upon satisfaction of the conditions set forth in Section 3.05. The Certificateholder, by acceptance Certificate is intended to be a certificated security under Article 8 of the Certificate, acknowledges the limitations on the rights UCC of the Certificateholder as provided herein, including without limitation State of New York and under the corresponding provisions of Section 4.02, and agrees the UCC of any other State that it shall may be bound by the provisions hereofapplicable.
(b) If the Certificate is offered and sold in reliance on the exemption from registration under Rule 144A under the Securities Act, it shall be issued initially in the form of a global Certificate in fully registered form without interest coupons with the legend set forth in Exhibit A.
Appears in 1 contract
Samples: Owner Trust Agreement (Residential Funding Mortgage Securities Ii Inc)
The Certificate. (a) Except as provided in Section 3.02(b), the Certificate shall be issued and maintained in definitive form. On the Closing Date, the Certificate shall be executed on behalf of the Trust by manual or facsimile signature of an authorized officer of the Owner Trustee and authenticated by the Certificate Registrar upon satisfaction of the closing conditions set forth in the Indenture, as certified by the Sponsor to the Certificate Registrar and Owner Trustee. A Certificate bearing the manual or facsimile signatures of individuals who were, at the time when such signatures shall have been affixed, authorized to sign for the Owner Trustee on behalf of the Trust, shall be validly issued and entitled to the benefit of this Agreement, notwithstanding that such individuals or any of them shall have ceased to be so authorized prior to the authentication and delivery of such Certificate or did not hold such offices at the date of authentication and delivery of such Certificate. A Person shall become the Certificateholder and shall be entitled to the rights and subject to the obligations of the Certificateholder hereunder upon such PersonXxxxxx’s acceptance of a Certificate duly registered in such Person’s name subject to Sections 3.04 and 3.05. The Certificateholder, by acceptance of the Certificate, acknowledges the limitations on the rights of the Certificateholder as provided herein, including without limitation the provisions of Section 4.02, and agrees that it shall be bound by the provisions hereof.
(b) If the Certificate is offered and sold in reliance on the exemption from registration under Rule 144A under the Securities Act, it shall be issued initially in the form of a global Certificate in fully registered form without interest coupons with the legend set forth in Exhibit A.
Appears in 1 contract
Samples: Trust Agreement