Withdrawal of Assets from the Trust Account. (a) Without notice to the Grantor, the Beneficiary shall have the right, at any time and from time to time, to withdraw from the Trust Account, upon notice to the Trustee in the form of a certificate substantially in the form of Exhibit A-1 attached hereto (the “Beneficiary Certificate”), signed by a duly authorized officer of the Beneficiary, accompanied by a request for withdrawal substantially in the form of Exhibit A-2 hereto (the “Beneficiary Request for Withdrawal”), signed by a duly authorized officer of the Beneficiary, such Assets as are specified in such Beneficiary Request for Withdrawal. The Beneficiary Request for Withdrawal may designate a third party (the “Beneficiary Designee”), including the Grantor, to whom Assets specified therein shall be delivered. The Beneficiary shall not be required to present any other statement or document in addition to a Beneficiary Certificate and a Beneficiary Request for Withdrawal in order to withdraw any Assets, except that the Beneficiary shall acknowledge receipt of any such Assets withdrawn upon request by the Trustee.
(b) Upon receipt of a Beneficiary Certificate and a Beneficiary Request for Withdrawal, subject to the provision by the Beneficiary of any required notices, opinions of counsel and representations, the Trustee and the Grantor shall use commercially reasonable efforts to transfer absolutely and unequivocally all right, title and interest in the Assets specified in such Beneficiary Request for Withdrawal and shall deliver physical custody (or such other form as is necessary to complete the transfer) of such Assets to or for the account of the Beneficiary or such Beneficiary Designee, as specified in such Beneficiary Request for Withdrawal. The Trustee shall notify the Grantor and Beneficiary within three (3) business days following each withdrawal from the Trust Account.
(c) Subject to Section 4, in the absence of a Beneficiary Certificate and a Beneficiary Request for Withdrawal, the Trustee shall allow no substitution or withdrawal of any Asset from the Trust Account.
(d) The Trustee shall notify the insurance regulator in the state where the Beneficiary is domiciled within three (3) business days after all the assets in the Trust Account are withdrawn. At the Trustee’s request, the Beneficiary shall provide to the Trustee the address of the insurance regulator in the state where the Beneficiary is domiciled.
Withdrawal of Assets from the Trust Account. (a) In the Absence of a Reserve Credit Triggering Event. So long as no Reserve Credit Triggering Event has occurred and is continuing, the Ceding Company and Reinsurer agree that the assets maintained in the Trust Account may be withdrawn by the Ceding Company (or any successor by operation of law of the Ceding Company, including any liquidator, rehabilitator, receiver or conservator of the Ceding Company) without diminution because of any insolvency, rehabilitation, conservatorship or comparable proceeding (an “Insolvency”) on the part of the Ceding Company or the Reinsurer, in accordance with the terms of the Trust Agreement, in order to (i) pay or reimburse the Ceding Company for any undisputed amounts due from the Reinsurer under this Agreement and not yet recovered from the Reinsurer, including any Reinsured Risks or other amounts due under this Agreement, (A) which amounts have not been paid by the Reinsurer within five (5) Business Days following its receipt of a specific written notice thereof or (B) otherwise with the consent of the Reinsurer or (ii) to pay to the Ceding Company the Estimated Recapture Terminal Settlement as contemplated by Section 8.4(a) or the Estimated Termination Terminal Settlement as contemplated by Section 8.6(a). The amount of any such withdrawal in excess of amounts then due to the Ceding Company hereunder shall be deemed maintained in trust by the Ceding Company for the benefit of the Reinsurer and promptly returned to the Trust Account, along with interest on such amounts at the Interest Rate for the period that such amounts are held by the Ceding Company.
Withdrawal of Assets from the Trust Account. (a) Without notice to or the consent of the Grantor, the Beneficiary shall have the right, at any time and from time to time, to withdraw Assets from the Trust Account, upon written notice to the Trustee (“Withdrawal Notice”). The Withdrawal Notice may designate a third party (the “Designee”) to whom Assets specified therein shall be delivered. The Beneficiary need present no statement or document in addition to a Withdrawal Notice in order to withdraw any Assets.
(b) Upon receipt of a Withdrawal Notice, the Trustee shall immediately take any and all steps necessary to transfer the Assets specified in such Withdrawal Notice, and shall deliver such Assets to or for the account of the Beneficiary, or such Designee as specified in such Withdrawal Notice.
(c) The Grantor may seek approval from the Beneficiary to withdraw Assets from the Trust Account. Upon approval of the Beneficiary, whose approval shall not be unreasonably withheld, the Beneficiary shall instruct the Trustee to transfer such Assets to the Grantor. Subject to paragraph (a) of this Section 2 and to Section 3 of this Agreement, in the absence of a Withdrawal Notice the Trustee shall allow no withdrawal or substitution of any Asset from the Trust Account.
Withdrawal of Assets from the Trust Account. (a) Without notice to the Grantor, the Beneficiary shall have the right, at any time and from time to time, notwithstanding anything to the contrary contained in the Retrocession Agreements, to withdraw from the Trust Account, upon written notice to the Trustee (the "Withdrawal Notice"), such assets as are specified in such Withdrawal Notice. The Beneficiary need present no statement or document in addition to a Withdrawal Notice in order to withdraw any Assets; nor is said right of withdrawal or any other provision of this Agreement subject to any conditions or qualifications not contained in this Agreement.
(b) Upon receipt of a Withdrawal Notice, the Trustee shall immediately take the steps necessary to transfer absolutely all right, title and interest in the Assets specified in such Withdrawal Notice and shall deliver physical custody of such assets to or for the account of the Beneficiary.
(c) Subject to paragraph (a) of this Section 2 and to Section 4 of this Agreement, in the absence of a Withdrawal Notice, the Trustee shall allow no substitution or withdrawal of any Asset from the Trust Account.
(d) The Trustee shall have no responsibility whatsoever to determine that any Assets withdrawn from the Trust Account pursuant to this Section 2 are withdrawn in compliance with the Retrocession Agreements, or will be used and applied in the manner contemplated by Section 3 of this Agreement.
Withdrawal of Assets from the Trust Account. (a) Without notice to the Grantor, the Beneficiary shall have the right, at any time and from time to time, to withdraw from the Trust Account, subject only to written notice from the Beneficiary to the Trustee (the “Withdrawal Notice”), such Assets as are specified in such
Withdrawal of Assets from the Trust Account. (a) In the absence of a Reserve Credit Event:
(i) The Ceding Company and Reinsurer agree that the assets maintained in the Trust Account may be withdrawn by the Ceding Company, or any successor by operation of law of the Ceding Company including, without limitation, any liquidator, rehabilitator, receiver or conservator of the Ceding Company, without diminution because of Insolvency on the part of the Ceding Company or Reinsurer, upon prior written notice to the Trustee and the Reinsurer and in accordance with the terms of the Trust Agreement, but only for the purpose of paying or reimbursing the Ceding Company to the extent the Reinsurer fails to pay any undisputed amounts due to the Ceding Company hereunder, which default has not been cured by the Reinsurer within ten (10) Business Days following its receipt of specific written demand for payment of such undisputed amounts (which demand shall not be provided until the due date for such amounts under this Agreement has passed).
(ii) The Ceding Company shall return to the Trust Account, within five (5) Business Days, assets withdrawn in excess of all amounts due under Section 5.6(a)(i). Any such excess amount (together with investment income thereon) shall at all times be held by the Ceding Company (or any successor by operation of law of the Ceding Company including, without limitation, any liquidator, rehabilitator, receiver or conservator of the Ceding Company) in constructive trust for the benefit of the Reinsurer for the sole purpose of funding the payments and reimbursements described in
Withdrawal of Assets from the Trust Account. (a) Subject to Section 3, without notice to the Grantor, a Beneficiary shall have the right, at any time and from time to time, to withdraw from the Trust Account, upon written notice to the Trustee delivered to the Trustee at the address indicated in Section 19 (and, as a matter of legal right, at the Trustee’s principal office in the United States) in substantially the form of Exhibit C hereto (the “Withdrawal Notice”), such Assets or amounts as are specified in such Withdrawal Notice. The Withdrawal Notice may designate a third party (the “Designee”) to whom Assets or amounts specified therein shall be delivered. A Beneficiary need present no statement or document in addition to a Withdrawal Notice in order to withdraw any Assets; nor is such right of withdrawal or any other provision of this Agreement subject to any conditions or qualifications not contained in this Agreement. The Beneficiaries agree to provide to the Grantor a copy of any Withdrawal Notice at the same time as such notice is provided to the Trustee.
Withdrawal of Assets from the Trust Account. Without notice to the Grantor, the Beneficiary shall have the right, at any time and from time to time, to withdraw from the Trust Account, subject only to written notice from the Beneficiary to the Trustee (the “Withdrawal Notice”), such Assets as are specified in such Withdrawal Notice. The Withdrawal Notice may designate a third party (the “Beneficiary Designee”) to whom Assets specified therein shall be delivered. The Beneficiary shall not be required to present any other statement or document in addition to a Withdrawal Notice in order to withdraw any Assets, except that the Beneficiary shall acknowledge receipt of any such Assets withdrawn upon request by the Trustee; nor is said right of withdrawal or any other provision of this Trust Agreement subject to any conditions or qualifications not contained in this Trust Agreement.
Withdrawal of Assets from the Trust Account. (i) In the event that the Grantor fails to pay any undisputed amount due and payable by the Grantor to the Beneficiary pursuant to the terms of the Reinsurance Agreement, and such payment failure has not been cured within the time frames specified in the Reinsurance Agreement and is continuing (a “Defaulted Payment”), the Beneficiary shall have the right, subject to and in accordance with Section 2(a)(iv), to withdraw Assets from the Trust Account in an amount equal to such Defaulted Payment; provided, however, that if the Beneficiary withdraws a Whole Loan, the Beneficiary shall be permitted to withdraw the entire Whole Loan and promptly return to the Trust Account any excess of the proceeds from the sale of such Whole Loan over the Defaulted Payment. Subject to Section 2(a)(iv), the Beneficiary is permitted to withdraw Assets from the Trust Account under the preceding sentence, upon prior written notice from a Beneficiary Authorized Officer to the Grantor and the Trustee, in accordance with
Withdrawal of Assets from the Trust Account
