TRANSFER OF FUNDS BY THE TRUSTEE. Section 4.1. The following procedures shall apply to the transfer of Trust Fund funds by the Trustee under this Agreement, unless otherwise agreed between the Trustee and UNICEF.

TRANSFER OF FUNDS BY THE TRUSTEE. 2.1. Promptly following the approval of the Annual Plan, including the Allocation to UNHCR, UNHCR shall submit to the Bank a cash transfer request (the “Cash Transfer Request”), requesting the Bank to transfer the amount of the Allocation to UNHCR. Each Cash Transfer Request shall: (a) be substantially in the form attached hereto as Annex A (Form of Cash Transfer Request); (b) contain all necessary information therein; and (c) be signed by an Authorized Signatory(-ies) (as defined below). 2.2. Upon receipt of the complete Cash Transfer Request from UNHCR, and subject to availability of resources in the Trust Fund, the Bank shall transfer the amount of the Allocation in United States Dollars from the Trust Fund to UNHCR in one lump sum. 2.3. The transfer of Trust Fund funds from the Bank to UNHCR under this Section 2 shall be made to the depository account designated by UNHCR in the relevant Cash Transfer Request in United States Dollars, unless otherwise agreed between the Bank and UNHCR. 2.4. Upon the transfer of funds, the Bank shall have no responsibility, fiduciary or otherwise, for the use of Trust Fund funds transferred and activities carried out therewith, nor shall it have any responsibility for the collection of any funds due to UNHCR from any recipient of Trust Fund funds or any other entities. UNHCR shall be responsible for reporting to the Management Committee on the use of Trust Fund funds transferred to it (including on any collection of funds from any recipient of Trust Fund funds or any other entities) and its activities carried out therewith as set out in paragraph 5.2 below. The Bank does not assume any responsibility or liability towards any third party as a result of the use by UNHCR of, or implementation of any activities funded with, the Trust Fund funds transferred to UNHCR.

TRANSFER OF FUNDS BY THE TRUSTEE. 1.1. The steering committee established under the Trust Fund (“Steering Committee”) has approved an amount of United States dollar one million nine hundred thousand (US$1,900,000) (the “Allocation”) to be transferred to UNICEF by the Trustee for UNICEF’s use in accordance with the terms of this Agreement. 1.2. Promptly following the effectiveness of this Agreement, UNICEF shall submit to the Trustee a cash transfer request (the “Cash Transfer Request”), requesting for the Trustee to transfer the amount of Allocation. The Cash Transfer Request shall: (i) be substantially in the form attached hereto as Annex A (Form of Cash Transfer Request), (ii) contain all necessary information therein; and (iii) be signed by an Authorized Signatory(-ies) (as defined below). 1.3. Upon receipt of the complete Cash Transfer Request from UNICEF, and (b) subject to availability of resources in the Trust Fund, the Trustee shall transfer the amount of Allocation in United States dollars from the Trust Fund to UNICEF in one lump sum. 1.4. Transfer of Trust Fund funds from the Trustee to UNICEF under this Section 1 shall be made to the depository account designated by UNICEF in the relevant Cash Transfer Request in the United States dollars unless otherwise agreed by the Trustee. 1.5. Upon transfer of funds, the Trustee shall have no responsibility, fiduciary or otherwise, for the use of Trust Fund funds transferred and activities carried out therewith, nor shall it have any responsibility for collection of any funds due to UNICEF from any recipient of Trust Fund funds or any other entities. UNICEF shall be responsible for reporting to the Steering Committee on the use of Trust Fund funds transferred to it (including on any collection of funds from any recipient of Trust Fund funds or any other entities) and its activities carried out therewith as set out in paragraph 4.2 below. The Trustee does not assume any responsibility or liability towards any third party as a result of the use by UNICEF of, or implementation of any activities funded with, the Trust Fund funds transferred to UNICEF.

TRANSFER OF FUNDS BY THE TRUSTEE. Section 4.1. Cash Transfers are always subject to availability of resources in the Trust Fund. The following procedures shall apply to the transfer of Trust Fund funds by the Trustee to the ADB for Allocations. (a) Conditions to be met: The ADB may request a Cash Transfer for an Allocation after commitment of Trust Fund funds for an Allocation by the Trustee pursuant to Section 3.2(a) above. The Cash Transfer Request by the ADB shall be submitted to the Trustee in accordance with Sections 4.1(b) and (c) below.

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Authorization of Receipt of Funds by the Trustee Under the Security Documents Subject to the provisions of the Intercreditor Agreement, the Trustee is authorized to receive any funds for the benefit of the Holders distributed under the Security Documents, and to make further distributions of such funds to the Holders according to the provisions of this Indenture.
Authorization of Receipt of Funds by the Trustee Under the Collateral Documents Subject to the provisions of the Intercreditor Agreements, the Trustee is authorized to receive any funds for the benefit of the Holders distributed under the Collateral Documents, and to make further distributions of such funds to the Holders according to the provisions of this Indenture.
Assumption or Termination of Sub-Servicing Agreements by Trustee In the event the Master Servicer shall for any reason no longer be the master servicer (including termination due to a Master Servicer Event of Default), the Trustee or its designee shall thereupon assume (or cause its designee or the successor master servicer for the Trustee appointed pursuant to Section 7.02 to assume) all of the rights and obligations of the Master Servicer under each Sub-Servicing Agreement that the Master Servicer may have entered into, unless the Trustee elects to terminate any Sub-Servicing Agreement in accordance with its terms as provided in Section 6.07. Upon such assumption, the Trustee, its designee or the successor servicer for the Trustee appointed pursuant to Section 7.02 shall be deemed, subject to Section 6.07, to have assumed all of the Master Servicer's interest therein and to have replaced the Master Servicer as a party to each Sub-Servicing Agreement to the same extent as if each Sub-Servicing Agreement had been assigned to the assuming party, except that (i) the Master Servicer shall not thereby be relieved of any liability or obligations under any Sub-Servicing Agreement and (ii) none of the Trustee, its designee or any successor Master Servicer shall be deemed to have assumed any liability or obligation of the Master Servicer that arose before it ceased to be the Master Servicer. The Master Servicer at its expense shall, upon request of the Trustee, deliver to the assuming party all documents and records relating to each Sub-Servicing Agreement and the Mortgage Loans then being serviced and an accounting of amounts collected and held by or on behalf of it, and otherwise use its best efforts to effect the orderly and efficient transfer of the Sub- Servicing Agreements to the assuming party.
Merger or Consolidation of Trustee or Securities Administrator Any corporation or association into which the Trustee or the Securities Administrator may be merged or converted or with which it may be consolidated or any corporation or association resulting from any merger, conversion or consolidation to which the Trustee or the Securities Administrator shall be a party, or any corporation or association succeeding to the business of the Trustee or the Securities Administrator shall be the successor of the Trustee or the Securities Administrator hereunder, provided such corporation or association shall be eligible under the provisions of Section 8.6, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding.
Assumption or Termination of Subservicing Agreements by Trustee (a) If the Master Servicer shall for any reason no longer be the master servicer (including by reason of an Event of Default), the Trustee, its designee or its successor shall thereupon assume all of the rights and obligations of the Master Servicer under each Subservicing Agreement that may have been entered into. The Trustee, its designee or the successor servicer for the Trustee shall be deemed to have assumed all of the Master Servicer's interest therein and to have replaced the Master Servicer as a party to the Subservicing Agreement to the same extent as if the Subservicing Agreement had been assigned to the assuming party except that the Master Servicer shall not thereby be relieved of any liability or obligations under the Subservicing Agreement. (b) The Master Servicer shall, upon request of the Trustee but at the expense of the Master Servicer, deliver to the assuming party all documents and records relating to each Subservicing Agreement and the Mortgage Loans then being serviced and an accounting of amounts collected and held by it and otherwise use its best efforts to effect the orderly and efficient transfer of each Subservicing Agreement to the assuming party.
Advance of Funds by the Seller After origination, no advance of funds has been made by the Seller to the related Mortgagor other than in accordance with the Loan Documents, and, to the Seller’s knowledge, no funds have been received from any person other than the related Mortgagor or an affiliate for, or on account of, payments due on the Mortgage Loan (other than as contemplated by the Loan Documents, such as, by way of example and not in limitation of the foregoing, amounts paid by the tenant(s) into a Mortgagee-controlled lockbox if required or contemplated under the related lease or Loan Documents). Neither the Seller nor any affiliate thereof has any obligation to make any capital contribution to any Mortgagor under a Mortgage Loan, other than contributions made on or prior to the date hereof.
Advance of Funds by the Mortgage Loan Seller Except for loan proceeds advanced at the time of loan origination or other payments contemplated by the Mortgage Loan documents, no advance of funds has been made by the Mortgage Loan Seller to the related Mortgagor, and no funds have been received from any person other than the related Mortgagor or an affiliate, directly, or, to the knowledge of the Mortgage Loan Seller, indirectly for, or on account of, payments due on the Mortgage Loan. Neither the Mortgage Loan Seller nor any affiliate thereof has any obligation to make any capital contribution to any Mortgagor under a Mortgage Loan, other than contributions made on or prior to the date hereof.
Merger or Consolidation of Custodian Any Person into which the Custodian may be merged or converted or with which it may be consolidated, or any Person resulting from any merger, conversion or consolidation to which the Custodian shall be a party, or any Person succeeding to the business of the Custodian, shall be the successor of the Custodian hereunder, without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding.
Merger or Consolidation of the Trustee Any corporation into which the Trustee may be merged or converted or with which it may be consolidated or any corporation resulting from any merger, conversion or consolidation to which the Trustee shall be a party, or any corporation succeeding to the business of the Trustee, shall be the successor of the Trustee hereunder; provided, that such corporation shall be eligible under Section 8.06 without the execution or filing of any paper or further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding.
Merger or Consolidation of the Trustee or the Certificate Administrator Any entity into which the Trustee or the Certificate Administrator may be merged or converted, or with which the Trustee or the Certificate Administrator, as applicable, may be consolidated, or any entity resulting from any merger, conversion or consolidation to which the Trustee or the Certificate Administrator, as applicable, shall be a party, or any entity succeeding to the corporate trust business of the Trustee or the Certificate Administrator, as applicable, shall be the successor of the Trustee or the Certificate Administrator, as applicable, hereunder, provided such entity shall be eligible under the provisions of Section 8.06 without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding.

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