Third Party Beneficiary; Rating. (a) The Certificate Insurer is an intended third-party beneficiary of this Agreement. This Agreement shall be binding upon and inure to the benefit of the Certificate Insurer; provided that, notwithstanding the foregoing, for so long as a Certificate Insurer Default is continuing under its obligations under the Certificate Insurance Policy, the Offered Certificateholders shall succeed to the Certificate Insurer's rights hereunder; provided, further, that even if a Certificate Insurer Default is continuing this Agreement may not be amended except upon delivery to the Certificate Insurer of an Opinion of Counsel acceptable to the Certificate Insurer to the effect that such amendment shall not adversely affect in any material respect the interests of the Certificate Insurer. Without limiting the generality of the foregoing, all covenants and agreements in this Agreement that expressly confer rights upon the Certificate Insurer shall be for the benefit of and run directly to the Certificate Insurer, and the Certificate Insurer shall be entitled to rely on and enforce such covenants to the same extent as if it were a party to this Agreement.
(b) In the event the rating of the claims paying ability of the Certificate Insurer by any of the Rating Agencies is reduced to a rating that is below "investment grade" (as that term is then commonly used), the Servicer shall, at its own expense, seek to obtain ratings of each Class of Offered Certificates (apart from the rating related to the Certificate Insurance Policy) from such Rating Agency.
Third Party Beneficiary; Rating. (a) The Financial Guaranty Insurer is an intended third-party beneficiary of this Agreement. This Agreement shall be binding upon and inure to the benefit of the Financial Guaranty Insurer; provided that, notwithstanding the foregoing, for so long as a Financial Guaranty Insurer Default is continuing under its obligations under the Financial Guaranty Insurance Policy, the Fixed Rate Group Certificateholders shall succeed to the Financial Guaranty Insurer's rights hereunder provided however that the Financial Guaranty Insurer shall be entitled to payments and reimbursements as set forth in this Agreement. Without limiting the generality of the foregoing, all covenants and agreements in this Agreement that expressly confer rights upon the Financial Guaranty Insurer shall be for the benefit of and run directly to the Financial Guaranty Insurer, and the Financial Guaranty Insurer shall be entitled to rely on and enforce such covenants to the same extent as if it were a party to this Agreement.
(b) In the event the rating of the Financial Guaranty Insurer by any of the Rating Agencies is reduced to a rating that is below "investment grade" (as that term is then commonly used), the Servicer shall, at its own expense, seek to obtain ratings of each Class of Fixed Rate Group Certificates (apart from the rating related to the Financial Guaranty Insurance Policy) from such Rating Agency.
Third Party Beneficiary; Rating. (a) The Bond Insurer is an intended third-party beneficiary of this Agreement. This Agreement shall be binding upon and inure to the benefit of the Bond Insurer; provided that, notwithstanding the foregoing, for so long as a Bond Insurer Default is continuing, the Bondholders shall succeed to the Bond Insurer's rights hereunder. Without limiting the generality of the foregoing, all covenants and agreements in this Agreement that expressly confer rights upon the Bond Insurer shall be for the benefit of and run directly to the Bond Insurer, and the Bond Insurer shall be entitled to rely on and enforce such covenants to the same extent as if it were a party to this Agreement.
(b) In the event the rating of the Bond Insurer by any of the Rating Agencies is reduced to a rating that is below "investment grade" (as that term is then commonly used), the Servicer shall, at its own expense, seek to obtain ratings of the Bonds (apart from the rating related to the Bond Insurance Policy) from such Rating Agency.]
Third Party Beneficiary; Rating. (a) The Certificate Insurer is an intended third-party beneficiary of this Agreement. This Agreement shall be binding upon and inure to the benefit of the Certificate Insurer; provided that, notwithstanding the foregoing, for so long as a Certificate Insurer Default is continuing under its obligations under the Certificate Insurance Policy, the Class A Certificateholders shall succeed to the Certificate Insurer's rights hereunder. Without limiting the generality of the foregoing, all covenants and agreements in this Agreement that expressly confer rights upon the Certificate Insurer shall be for the benefit of and run directly to the Certificate Insurer, and the Certificate Insurer shall be entitled to rely on and enforce such covenants to the same extent as if it were a party to this Agreement.
(b) In the event the rating of the Certificate Insurer by any of the Rating Agencies is reduced to a rating that is below "investment grade" (as that term is then commonly used), the Servicer shall, at its own expense, seek to obtain ratings of each Class of Class A Certificates (apart from the rating related to the Certificate Insurance Policy) from such Rating Agency.
Third Party Beneficiary; Rating. (a) The Financial Guaranty Insurer is an intended third-party beneficiary of this Agreement. This Agreement shall be binding upon and inure to the benefit of the Financial Guaranty Insurer; provided that, notwithstanding the foregoing, for so long as a Financial Guaranty Insurer Default is continuing under its obligations under the Financial Guaranty Insurance Policy, the Fixed Rate Group Certificateholders shall succeed to the Financial Guaranty Insurer's rights hereunder provided however that the Financial Guaranty Insurer shall be entitled to payments and reimbursements as set forth in this Agreement. Without limiting the generality of the foregoing, all covenants and agreements in this Agreement that expressly confer rights upon the Financial Guaranty Insurer shall be for the benefit of and run directly to the Financial Guaranty Insurer, and the Financial Guaranty Insurer shall be entitled to rely on and enforce such covenants to the same extent as if it were a party to this Agreement.
Third Party Beneficiary; Rating. (a) The Note Insurer is an intended third-party beneficiary of this Agreement. This Agreement shall be binding upon and inure to the benefit of the Note Insurer; PROVIDED that, notwithstanding the foregoing, for so long as a Note Insurer Default is continuing, the Noteholders shall succeed to the Note Insurer's rights hereunder. Without limiting the generality of the foregoing, all covenants and agreements in this Agreement that expressly confer rights upon the Note Insurer shall be for the benefit of and run directly to the Note Insurer, and the Note Insurer (including any rights of consent) shall be entitled to rely on and enforce such covenants to the same extent as if it were a party to this Agreement.
(b) In the event the rating of the Note Insurer by any of the Rating Agencies is reduced to a rating that is below "investment grade" (as that term is then commonly used), the Servicer shall, at its own expense, seek to obtain ratings of the Notes (apart from the rating related to the Note Insurance Policy) from such Rating Agency.
(c) The Note Administrator is an intended third-party beneficiary of this Agreement for the purpose of enforcing its right to compensation pursuant to Section 3.04 of this Agreement.
Third Party Beneficiary; Rating. The Bond Insurer is intended as a third party beneficiary of this Indenture. This Indenture shall be binding upon and inure to the benefit of the Bond Insurer; provided that, notwithstanding the foregoing, for so long as a Bond Insurer Default is continuing under its obligations under the MBIA Insurance Policy, the Bondholders shall succeed to the Bond Insurer's rights hereunder. Without limiting the generality of the foregoing, all covenants and agreements in this Indenture that expressly confer rights upon the Bond Insurer shall be for the benefit of and run directly to the Bond Insurer, and the Bond Insurer shall be entitled to rely on and enforce such covenants to the same extent as if it were a party to this Indenture.
Third Party Beneficiary; Rating. The Certificate Insurer is an intended third-party beneficiary of this Agreement. This Agreement shall be binding upon and inure to the benefit of the Certificate Insurer; provided that, notwithstanding the foregoing, for so long as a Certificate Insurer Default is continuing under its obligations under the Certificate Insurance Policy, the Offered Certificateholders shall succeed to the Certificate Insurer's rights hereunder; provided, further, that even if a Certificate Insurer Default is continuing this Agreement may not be amended except upon delivery to the Certificate Insurer of an Opinion of Counsel acceptable to the Certificate Insurer to the effect that such amendment shall not adversely affect in any material respect the interests of the Certificate Insurer. Without limiting the generality of the foregoing, all covenants and agreements in this Agreement that expressly confer rights upon the Certificate Insurer shall be for the benefit of and run directly to the Certificate Insurer, and the Certificate Insurer shall be entitled to rely on and enforce such covenants to the same extent as if it were a party to this Agreement.
Third Party Beneficiary; Rating. (a) The Financial Guaranty Insurer is an intended third-party beneficiary of this Agreement. This Agreement shall be binding upon and inure to the benefit of the Financial Guaranty Insurer; provided that, notwithstanding the foregoing, for so long as a Financial Guaranty Insurer Default is continuing under its obligations under the Financial Guaranty Insurance Policy, the Bondholders shall succeed to the Financial Guaranty Insurer's rights hereunder. Without limiting the generality of the foregoing, all covenants and agreements in this Agreement that expressly confer rights upon the Financial Guaranty Insurer shall be for the benefit of and run directly to the Financial Guaranty Insurer, and the Financial Guaranty Insurer shall be entitled to rely on and enforce such covenants to the same extent as if it were a party to this Agreement.
(b) In the event the rating of the Financial Guaranty Insurer by any of the Rating Agencies is reduced to a rating that is below "investment grade" (as that term is then commonly used), the Servicer shall, at its own expense, seek to obtain ratings of the Bonds (apart from the rating related to the Financial Guaranty Insurance Policy) from such Rating Agency.
Third Party Beneficiary; Rating. The Note Insurer is an intended third-party beneficiary of this Agreement. This Agreement shall be binding upon and inure to the benefit of the Note Insurer; provided that, notwithstanding the foregoing, for so long as a Note Insurer Default is continuing, the Noteholders shall succeed to the Note Insurer's rights hereunder. Without limiting the generality of the foregoing, all covenants and agreements in this Agreement that expressly confer rights upon the Note Insurer shall be for the benefit of and run directly to the Note Insurer, and the Note Insurer shall be entitled to rely on and enforce such covenants to the same extent as if it were a party to this Agreement.
