Common use of Trust Estate Clause in Contracts

Trust Estate. To secure the payment of the Obligations and in consideration of the premises and mutual agreements set forth in this Agreement, each Loan Party hereby confirms the grant to the Collateral Trustee, and the Collateral Trustee hereby accepts and agrees to hold, in trust under this Agreement for the benefit of all current and future Secured Parties, all of such Loan Party’s right, title and interest in, to and under all Collateral now or hereafter granted to the Collateral Trustee under any Security Document for the benefit of the Secured Parties, together with all of the Collateral Trustee’s right, title and interest in, to and under the Security Documents, and all interests, rights, powers and remedies of the Collateral Trustee thereunder or in respect thereof and all cash and non-cash proceeds thereof (collectively, the “Trust Estate”). The Collateral Trustee and its successors and assigns under this Agreement will hold the Trust Estate in trust for the benefit solely and exclusively of all current and future Secured Parties as security for the payment of all present and future Obligations. Notwithstanding the foregoing, if at any time: (1) all Liens securing the Obligations have been released as provided in Section 5.1; (2) the Collateral Trustee holds no other property in trust as part of the Trust Estate; (3) no monetary obligation is outstanding and payable under this Agreement to the Collateral Trustee or any of its co-trustees or agents (whether in an individual or representative capacity); and (4) the Borrower delivers to the Collateral Trustee an Officers’ Certificate stating that all Liens of the Collateral Trustee have been released in compliance with all applicable provisions of the Financing Documents and that the Loan Parties are not required by any Financing Document to grant any Lien upon any property, then the first priority lien trust arising hereunder will terminate (subject to any reinstatement pursuant to Section 6.2), except that all provisions set forth in Section 7.8 that are enforceable by the Collateral Trustee or any of its co-trustees or agents (whether in an individual or representative capacity) will remain enforceable in accordance with their terms. The parties further declare and covenant that the Trust Estate will be held and distributed by the Collateral Trustee subject to the further agreements herein.

Trust Estate. To secure the payment of the Obligations and in consideration of the premises and mutual agreements set forth in this Agreement, each Loan Credit Party hereby confirms the grant to the Collateral Trustee, and the Collateral Trustee hereby accepts and agrees to hold, in trust under this Agreement for the benefit of all current and future First-Lien Secured Parties, a security interest in and Lien on all of such Loan Credit Party’s right, title and interest in, to and under all Collateral now or hereafter granted to the Collateral Trustee under any Security Document for the benefit of the First-Lien Secured Parties, together with all of the Collateral Trustee’s right, title and interest in, to and under the Security Documents, and all interests, rights, powers and remedies of the Collateral Trustee thereunder or in respect thereof and all cash and non-cash proceeds thereof (collectively, the “Trust Estate”). The Collateral Trustee and its successors and assigns under this Agreement will hold the Trust Estate in trust for the benefit solely and exclusively of all current and future First-Lien Secured Parties as security for the payment of all present and future Obligations. Notwithstanding the foregoing, if at any time: (1) all Liens securing the Obligations have been released as provided in Section 5.1; (2) the Collateral Trustee holds no other property in trust as part of the Trust Estate; (3) no monetary obligation is outstanding and payable under this Agreement to the Collateral Trustee or any of its co-trustees or agents (whether in an individual or representative capacity); and (4) the Borrower delivers to the Collateral Trustee an Officers’ Officer’s Certificate stating that all Obligations have been terminated, released or otherwise satisfied or collateralized in a manner satisfactory to the counterparty of such Obligation and the Liens of the Collateral Trustee are permitted to be released, or have been released released, in compliance with all applicable provisions of the Financing Documents and that the Loan Parties are not required by any Financing Document to grant any Lien upon any property, Documents; then the first first-priority lien trust arising hereunder will terminate (subject to any reinstatement pursuant to Section 6.2), except that all provisions set forth in Section 7.8 that are enforceable by the Collateral Trustee or any of its co-trustees or agents (whether in an individual or representative capacity) will remain enforceable in accordance with their terms. The parties further declare and covenant that the Trust Estate will be held and distributed by the Collateral Trustee subject to the further agreements herein.

Trust Estate. To secure the payment of the Obligations and in consideration of the premises and mutual agreements set forth in this Agreement, each Loan Credit Party hereby confirms the grant to the Collateral Trustee, and the Collateral Trustee hereby accepts and agrees to hold, in trust under this Agreement for the benefit of all current and future First-Lien Secured Parties, a security interest in and Lien on all of such Loan Credit Party’s right, title and interest in, to and under all Collateral now or hereafter granted to the Collateral Trustee under any Security Document for the benefit of the First-Lien Secured Parties, together with all of the Collateral Trustee’s right, title and interest in, to and under the Security Documents, and all interests, rights, powers and remedies of the Collateral Trustee thereunder or in respect thereof and all cash and non-cash proceeds thereof (collectively, the “Trust Estate”). The Collateral Trustee and its successors and assigns under this Agreement will hold the Trust Estate in trust for the benefit solely and exclusively of all current and future First-Lien Secured Parties as security for the payment of all present and future Obligations. Notwithstanding the foregoing, if at any time: (1) all Liens securing the Obligations have been released as provided in Section 5.1; (2) the Collateral Trustee holds no other property in trust as part of the Trust Estate; (3) no monetary obligation is outstanding and payable under this Agreement to the Collateral Trustee or any of its co-trustees or agents (whether in an individual or representative capacity); and (43) the Borrower delivers to the Collateral Trustee an Officers’ Officer’s Certificate stating that all Obligations have been terminated, released or otherwise satisfied or collateralized in a manner satisfactory to the counterparty of such Obligation and the Liens of the Collateral Trustee are permitted to be released, or have been released released, in compliance with all applicable provisions of the Financing Documents and that the Loan Parties are not required by any Financing Document to grant any Lien upon any property, Documents; then the first first-priority lien trust arising hereunder will terminate (subject to any reinstatement pursuant to Section 6.2), except that all provisions set forth in Section 7.8 that are enforceable by the Collateral Trustee or any of its co-trustees or agents (whether in an individual or representative capacity) will remain enforceable in accordance with their terms. The parties further declare and covenant that the Trust Estate will be held and distributed by the Collateral Trustee subject to the further agreements herein.

Trust Estate. To secure a. The power to effect the payment sale of the Obligations Trust Estate pursuant to Section 6.3 hereof shall continue unimpaired until all the Trust Estate shall have been sold or all amounts payable on the Notes shall have been paid or losses allocated thereto and borne thereby. The Indenture Trustee may from time to time, upon directions in consideration accordance with Section 6.12 hereof, postpone any public sale by public announcement made at the time and place of such sale. b. Unless required by applicable law, the Indenture Trustee shall not sell to a third party the Trust Estate, or any portion thereof except as permitted under Section 6.3(d) hereof. c. In connection with a sale of the premises Trust Estate: i. any one or more Noteholders may bid for and mutual agreements set forth purchase the property offered for sale, and upon compliance with the terms of sale may hold, retain, and possess and dispose of such property, without further accountability, and any Noteholder may, in this Agreementpaying the purchase money therefor, each Loan Party hereby confirms deliver in lieu of cash any Outstanding Notes or claims for interest thereon for credit in the grant to amount that shall, upon distribution of the Collateral Trusteenet proceeds of such sale, be payable thereon, and the Collateral Trustee hereby accepts and agrees to holdNotes, in trust under this Agreement for case the benefit of all current and future Secured Partiesamounts so payable thereon shall be less than the amount due thereon, all of such Loan Party’s right, title and interest in, to and under all Collateral now or hereafter granted shall be returned to the Collateral Noteholders after being appropriately stamped to show such partial payment; ii. the Indenture Trustee under shall execute and deliver an appropriate instrument of conveyance prepared by the Servicer transferring the Issuer's interest in the Trust Estate without recourse, representation or warranty in any Security Document for the benefit portion of the Secured Parties, together with all of the Collateral Trustee’s right, title and interest in, to and under the Security Documents, and all interests, rights, powers and remedies of the Collateral Trustee thereunder or in respect thereof and all cash and non-cash proceeds thereof (collectively, the “Trust Estate”). The Collateral Trustee and its successors and assigns under this Agreement will hold the Trust Estate in trust for the benefit solely and exclusively of all current and future Secured Parties as security for the payment of all present and future Obligations. Notwithstanding the foregoing, if at any time: (1) all Liens securing the Obligations have been released as provided in Section 5.1connection with a sale thereof; (2) iii. the Collateral Indenture Trustee holds no other property is hereby irrevocably appointed the agent and attorney-in-fact of the Issuer to transfer and convey the Issuer's interest in trust as part any portion of the Trust EstateEstate in connection with a sale thereof, and to take all action necessary to effect such sale; (3) iv. no monetary obligation is outstanding and payable under this Agreement purchaser or transferee at such a sale shall be bound to ascertain the Indenture Trustee's authority, inquire into the satisfaction of any conditions precedent or see to the Collateral Trustee or application of any of its co-trustees or agents (whether in an individual or representative capacity)moneys; and (4) v. the Borrower delivers to the Collateral Trustee an Officers’ Certificate stating that all Liens method, manner, time, place and terms of any sale of the Collateral Trustee have been released in compliance with all applicable provisions of the Financing Documents and that the Loan Parties are not required by any Financing Document to grant any Lien upon any property, then the first priority lien trust arising hereunder will terminate (subject to any reinstatement pursuant to Section 6.2), Trust Estate shall be commercially reasonable; and vi. except that all provisions as set forth in Section 7.8 that are enforceable 5.3(b)(iv), none of Silverleaf or its Affiliates may bid for and purchase the Timeshare Loans offered for sale by the Collateral Indenture Trustee or any of its co-trustees or agents (whether in an individual or representative capacity) will remain enforceable in accordance with their terms. The parties further declare and covenant that the Trust Estate will be held and distributed by the Collateral Trustee subject pursuant to the further agreements hereinSection 6.16(c)(i).