Trust Assets. To the extent permitted by applicable Laws and in accordance with the Serviced Corporate Trust Contracts for Serviced Appointments, Xxxxx Bank hereby appoints the Bank Assets Purchaser and Xxxxx Trust Company hereby appoints the Delaware Trust Assets Purchaser (or the Bank Assets Purchaser, if required by Section 3.3) as custodial agent to receive, hold, deposit, invest and transfer Trust Assets related to the Serviced Appointments of the Xxxxx Bank and Xxxxx Trust Company, respectively. The Trust Assets shall be transferred after the Closing in accordance with the terms of the applicable Serviced Corporate Trust Contract. Each Purchaser represents and warrants to the applicable Seller that the accounts to which the Trust Assets will be transferred satisfy all eligible accounts requirements under the terms of the applicable Serviced Corporate Trust Contract and applicable Law.
Trust Assets. The assets subject to this Agreement and the Indenture, transferred by the Depositor to the Issuer and pledged by the Issuer to the Indenture Trustee, which assets consist of all accounts, accounts receivable, contract rights, general intangibles, chattel paper, instruments, documents, money, deposit accounts, certificates of deposit, goods, notes, drafts, letters of credit, advices of credit, investment property, uncertificated securities and rights to payment of any and every kind consisting of, arising from or relating to any of the following: (a) the Trust Receipts, (b) the Mortgage Loans, other than the related servicing rights, listed in the Mortgage Loan Schedule attached hereto as Schedule I (and subdivided into Schedule I-A, Schedule I-B, Schedule I-C, Schedule I-E, Schedule I-F, Schedule I-G, Schedule I-H, Schedule I-I and Schedule I-J), including all interest (but not including any prepayment premiums or penalties or yield maintenance payments except for prepayment premiums or penalties received or receivable by the Depositor on or with respect to the Mortgage Loans listed on Schedule I-E hereto), and principal due and payable after the Cut-off Date, but not including interest and principal due and payable on any Mortgage Loans on or before the Cut-off Date, together with the Mortgage Files relating to such Mortgage Loans and all rights of the Depositor in the Loan Collateral, (c) any Insurance Proceeds, REO Property, Liquidation Proceeds and other recoveries (in each case, subject to clause (b) above), (d) the Collection Account, the Note Distribution Account and all amounts deposited therein pursuant to the applicable provisions of this Agreement, (e) any Insurance Policies, (f) any Eligible Investments held or amounts on deposit in any Trust Account, (g) the Underlying Securities, including, without limitation, the right to all distributions of principal and interest received on or with respect to the Underlying Securities, (h) the Rate Protection Agreements and all payments thereunder, (i) the rights of the Depositor under the Purchase Agreement, the Securities Transfer Agreement and each Servicing Agreement, (j) the rights of the Issuer under each Servicing Agreement, (k) all Holdback Amounts on deposit in custodial accounts established by [ ] for the benefit of the Issuer and (m) all income, revenues, issues, products, revisions, substitutions, replacements, profits, rents and all cash and non-cash proceeds of the foregoing.
Trust Assets. The Trustee is hereby authorized and granted all powers necessary to retain as a permanent investment of the Trust, or for such time as the Trustee shall deem advisable, the original assets of the Trust and all other property later transferred, devised or bequeathed to the Trustee, without liability for loss or depreciation resulting from such retention.
Trust Assets. The principal of the Trust, and any earnings thereon shall be held separate and apart from other funds of the Sponsor and shall be used exclusively for the uses and purposes of Plan participants and general creditors as herein set forth. Plan participants and their beneficiaries shall have no preferred claim on, or any beneficial ownership interest in, any assets of the Trust. Any rights created under the Plan and this Trust Agreement shall be mere unsecured contractual rights of Plan participants and their beneficiaries against the Sponsor. Any assets held by the Trust will be subject to the claims of the Sponsor's general creditors under federal and state law in the event of Insolvency, as defined in Section 13(a).
Trust Assets. At the direction of the Reinsurer, the assets held in the Security Trust shall be held in the form of (A) cash and cash-equivalents, (B) certificates of deposit, (C) obligations of the United States Government or its agencies, (D) investment grade bonds, (E) whole (not participations) investment grade (as determined in accordance with the Reinsurer’s internal rating systems) commercial mortgages; provided that the aggregate market value of such commercial mortgages held in the Security Trust shall not exceed 15 percent of the aggregate market value of the assets held in the Security Trust, and (F) straight Xxxxxx Mae, Xxxxxxx Mac and Xxxxxx Mae 30-year mortgage-backed securities rated AA+ and above; provided that the aggregate market value of such mortgage-backed securities held in the Security Trust shall not exceed 15 percent of the aggregate market value of the assets held in the Security Trust; and provided, further, that in the event a Security Trust is established pursuant to Section 9.4(a)(v), the assets held in the Security Trust may be invested in accordance with the Reinsurer’s internal investment policies for its individual life insurance business, a copy of which has been provided to the Company. The aggregate Market Value of the assets held in the Security Trust shall at all times be at least equal to the Required Balance. As long as the Security Trust Agreement remains in force, the Reinsurer shall calculate the Required Balance as of the last day of each calendar month and report the amount of the Required Balance to the Company and the Trustee within ten (10) Business Days after the end of such month. In connection with such calculation, the Company shall direct the Trustee to make the payment to the Reinsurer of any amounts in the Security Trust which exceed the Required Balance, and Reinsurer shall promptly deposit such additional permitted assets as may be necessary to increase the Market Value of the Security Trust assets to the Required Balance. The form and duration of assets to be held in the Security Trust shall be appropriate in light of the Reinsured Liabilities under the Secured Policies. Prior to delivering any assets for deposit in the Security Trust, the Reinsurer shall execute assignments or endorsements in blank of all of the Reinsurer’s right, title and interest in such assets (according to procedures set forth in the Security Trust Agreement), so that the Company, or the Trustee upon the Company’s direction, may whenever n...
Trust Assets. As to each Trust, the related Pooled Securities.
Trust Assets. Each of the Depositor and Claymore Securities, Inc. hereby assigns, transfers, conveys and otherwise sets over to the Trustee, and the Trustee hereby acknowledges receipt of, immediately available funds in the amount of $500.00, for a total initial deposit of $1,000.00 (the "Initial Deposit"), in exchange for which the Trust will issue 1,000 founders' shares with a par value of $1 per share, which shall constitute the initial capital of the Trust, and of which 500 shall be issued to the Depositor and 500 shall be issued to Claymore Securities, Inc. The Initial Deposit shall be held in trust for the Depositor and Claymore Securities, Inc.
Trust Assets. Section 2.1. Conveyance of Trust Assets 18 Section 2.2. Acceptance by Issuer 20 Section 2.3. Representations and Warranties of Each Transferor Relating to Such Transferor 20 Section 2.4. Representations and Warranties of Each Transferor 22 Section 2.5. Notice of Breach 26 Section 2.6. Transfer of Ineligible Receivables and Ineligible Collateral Certificates 26 Section 2.7. Reassignment of Trust Assets 27 Section 2.8. Additional Transferors 28 Section 2.9. Covenants of Each Transferor 29 Section 2.10. Covenants of Each Transferor With Respect to Any Applicable Receivables Purchase Agreement 32 Section 2.11. Reinvestment in Trust Assets 32 Section 2.12. Increases in the Invested Amount of an Existing Collateral Certificate 33 Section 2.13. Addition of Trust Assets 34 Section 2.14. Removal of Accounts 38 Section 2.15. Account Allocations 40 Section 2.16. Discount Option Receivables 40 Section 2.17. Asset Representations Review 41 Section 2.18. Resolution of Repurchase Disputes 43
Trust Assets. The principal of the Trust, and any earnings thereon, shall be held separate and apart from other funds of the Sponsor and shall be used exclusively for the uses and purposes of Participants and general creditors as herein set forth. Participants and their beneficiaries shall have no preferred claim on, or any beneficial ownership interest in, any assets of the Trust. Any rights created under the Plan and this Agreement shall be mere unsecured contractual rights of Participants and their beneficiaries against the Sponsor. Any assets held by the Trust will be subject to the claims of the Sponsor’s general creditors under federal and state law in the event of Sponsor’s Insolvency.
Trust Assets. The principal of the Trust, and any earnings thereon, shall be held separate and apart from other funds of the Company and shall be used exclusively for the uses and purposes of Plan participants and general creditors as herein set forth. Plan participants and their beneficiaries shall have no preferred claim on, or any beneficial ownership interest in, any assets of the Trust. Any rights created under the Plan(s) and this Trust Agreement shall be mere unsecured contractual rights of Plan participants and their beneficiaries against The Company. Any assets held by the Trust will be subject to the claims of the Company's general creditors under federal and state law in the event of Insolvency, as defined in Section 3(a) herein.
