Recording of Indenture. If this Indenture is subject to recording in any appropriate public recording offices, such recording is to be effected by the Issuer and at its expense accompanied by an Opinion of Counsel (which may be counsel to the Indenture Trustee or any other counsel reasonably acceptable to the Indenture Trustee) to the effect that such recording is necessary either for the protection of the Noteholders or any other Person secured hereunder or for the enforcement of any right or remedy granted to the Indenture Trustee under this Indenture.
Recording of Indenture. 55 SECTION 11.16.
Recording of Indenture. This Indenture is subject to recording in any appropriate public recording offices, such recording to be effected by the Issuer and at its expense in compliance with any Opinion of Counsel delivered pursuant to Section 2.11(c) or 3.06.
Recording of Indenture. This Indenture is a Security Agreement under the UCC. If this Indenture is subject to recording in any appropriate public recording offices, the recording is to be effected by the Issuer but only at the request and expense of Noteholders accompanied by an Opinion of Counsel (which may be counsel to the Indenture Trustee or any other counsel reasonably acceptable to the Indenture Trustee) to the effect that the recording materially and beneficially affects the interests of the Noteholders or any other person secured under this Indenture or the enforcement of any right granted to the Indenture Trustee under this Indenture.
Recording of Indenture. 70 SECTION 11.16 Trust Obligations..............................................70 SECTION 11.17
Recording of Indenture. SECTION 11.15.
Recording of Indenture. If the Indenture is subject to recording in any appropriate public recording offices, such recording is to be effected by the Master Issuer and at its expense.
Recording of Indenture. If this Indenture is subject to recording in any appropriate public recording offices, such recording is to be effected by the Issuer and at its expense accompanied by an Opinion of Counsel (which may be counsel to the Indenture Trustee or any other counsel reasonably acceptable to the Indenture Trustee; provided, however, that the expense of such Opinion of Counsel shall in no event be an expense of the Indenture Trustee) to the effect that such recording is necessary either for the protection of the Noteholders or any other Person secured hereunder or for the enforcement of any right or remedy granted to the Indenture Trustee under this Indenture.
Recording of Indenture. 69 Section 11.14. Trust Obligation.......................................... 69 Section 11.15. No Petition............................................... 70 Section 11.16.
Recording of Indenture. 40 SECTION 11.16. Issuer Obligation.........................................................40 SECTION 11.17. No Petition...............................................................40 SECTION 11.18. Inspection................................................................40 SECOND AMENDED AND RESTATED INDENTURE, dated as of April 13, 2005 (as amended, supplemented or otherwise modified from time to time in accordance with the terms hereof, this "INDENTURE"), is made among CPS Warehouse Trust, a Delaware statutory trust (the "ISSUER"), WestLB AG (f/k/a Westdeutsche Landesbank Girozentrale) ("WESTLB"), as Controlling Party (in such capacity, the "CONTROLLING PARTY"), and Wxxxx Fargo Bank, National Association ("WXXXX FARGO"), a national banking association, as successor-by-merger to Wxxxx Fargo Bank Minnesota, National Association, as successor in interest to Bank One Trust Company, N.A., as trustee (in such capacity, the "TRUSTEE"). The Issuer, WestLB and the Trustee (collectively, the "AMENDING PARTIES") are party to that certain Indenture, dated as of March 7, 2002 (as amended and supplemented, the "ORIGINAL INDENTURE"), which Original Indenture was amended and restated as of November 30, 2004 (the "AMENDED AND RESTATED INDENTURE"), pursuant to which the Issuer issued its Floating Rate Variable Funding Note (as amended and restated, the "AMENDED AND RESTATED NOTE"). The Holder of the Amended and Restated Note received the benefit of a financial guaranty insurance policy (the "NOTE POLICY") issued by XL Capital Insurance Inc. ("XL") on the Closing Date, pursuant to which XL guaranteed certain payments with respect to the Amended and Restated Note. As of the date hereof, XL is being released, and releasing, as applicable, all of its rights, duties and obligations under the Note Policy, the Amended and Restated Indenture (including its right to consent to this Indenture) and the other Basic Documents. In connection with the above-described transactions, the Amending Parties desire to amend and restate the Amended and Restated Indenture in its entirety. Each party hereto agrees as follows for the benefit of the other parties and for the benefit of the Holder of the Issuer's Floating Rate Variable Funding Note (the "NOTE"): To secure the payment of principal of and interest on, and any other amounts owing in respect of the Note, and to secure compliance with this Indenture, the Issuer has agreed to pledge the Collateral (as defined below) as collateral to ...
