Activities of the Issuer. The Issuer (i) shall engage in only (A) the ------------------------ acquisition, ownership, selling and pledging of the property acquired by the Issuer pursuant to the Receivables Purchase Agreement, and causing the issuance of, receiving and selling the Notes issued pursuant to this Indenture and (B) the exercise of any powers permitted to corporations under the corporate law of its applicable Issuer state of incorporation which are incidental to the foregoing or necessary to accomplish the foregoing; (ii) will (A) maintain its books and records separate from the books and records of any other entity, (B) maintain separate bank accounts and no funds of the Issuer shall be commingled with funds of any other entity, (C) keep in full effect its existence, rights and franchises as a corporation under the laws of its applicable state of incorporation, and will obtain and preserve its qualification to do business as a foreign corporation in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Indenture; and (iii) will not (A) dissolve or liquidate in whole or in part, (B) own any subsidiary or lend or advance any moneys to, or make an investment in, any Person, (C) incur any debt in connection with or make any capital expenditures, (D)(1) commence any case, proceeding or other action under any existing or future bankruptcy, insolvency or similar law seeking to have an order for relief entered with respect to it, or seeking reorganization, arrangement, adjustment, wind-up, liquidation, dissolution, composition or other relief with respect to it or its debts, (2) seek appointment of a receiver, trustee, custodian or other similar official for it or any part of its assets, (3) make a general assignment for the benefit of creditors, or (4) take any action in furtherance of, or consenting or acquiescing in, any of the foregoing, (E) guarantee (directly or indirectly), endorse or otherwise become contingently liable (directly or indirectly) for the obligations of, or own or purchase any stock, obligations or securities of or any other interest in, or make any capital contribution to, any other Person, (F) merge or consolidate with any other Person, (G) engage in any other action that bears on whether the separate legal identity of the Issuer will be respected, including (1) holding itself out as being liable for the debts of any other party or (2) acting other than in its corporate name and through...
Activities of the Issuer. The Issuer will not engage in, enter into or be a party to any business, activity or transaction of any kind other than the businesses, activities and transactions contemplated and authorized by its Certificate of Incorporation or incidental to its ability to carry out its obligations hereunder.
Activities of the Issuer. (a) The Issuer shall not engage in any activities or enter into any transactions other than (i) the acquisition and disposition of, any SUBI Certificate or any other SUBI and any other item of Collateral, (ii) issuing and selling the Notes and pledging the Collateral pursuant to this Indenture, (iii) the transactions contemplated by, and the activities expressly authorized pursuant to (or contemplated by) the terms of, each Qualified Currency Hedge, each Interest Rate Hedge Agreement and the Servicing Agreement, (iv) the transactions contemplated by the Relevant Documents and (v) engaging in any lawful act or activity and exercising any power that is incidental and is necessary and convenient to the foregoing which is permitted to limited liability companies organized under the laws of Delaware. With respect to the transactions contemplated by the Relevant Documents and to the extent, and only to such extent, that the Issuer has the right under the Relevant Documents to prohibit the Trust from taking certain actions, the Issuer shall not permit the Trust to engage in any activities other than such activities, and exercising such other powers, as are provided in Section 1.2 of the Trust Agreement and are necessary or appropriate to carry out the foregoing activities in accordance with the terms and conditions of the Trust Agreement and the other Relevant Documents to which it is a party.
Activities of the Issuer. The Issuer (a) shall engage in only (1) the acquisition, ownership, selling and pledging of the property acquired by the Issuer pursuant to the Sale Agreement (including the ability to enter into a new installment contract with an Obligor pursuant to an Upgrade), and causing the issuance of, receiving and selling the Notes issued pursuant to this Indenture and (2) the exercise of any powers permitted to limited liability companies under the limited liability company law of the State of Delaware which are incidental to the foregoing or necessary to accomplish the foregoing; (b) will (1) maintain its books and records separate from the books and records of any other entity, (2) maintain separate bank accounts and no funds of the Issuer shall be commingled with funds of any other entity, (3) keep in full effect its existence, rights and franchises as a limited liability company under the laws of the State of Delaware, and will obtain and preserve its qualification to do business as a foreign limited liability company in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Indenture, (4) conduct its business from an office or office space separate from the office of TFI, SPC and Trendwest and will maintain a telephone number separate from that of TFI, SPC and Trendwest, and (5) operate its business generally so as not to be substantively consolidated with any of its Affiliates; and (c) will not (1) dissolve or liquidate in whole or in part, (2) own any subsidiary or lend or advance any moneys to, or make an investment in, any Person, (3) make any capital expenditures, (4)(A) commence any case, proceeding or other action under any existing or future bankruptcy, insolvency or similar
Activities of the Issuer. After its formation, the Issuer will not engage in any activity other than (i) issuing the Certificates, (ii) making payments on the Certificates and (iii) engaging in other activities that are necessary, suitable or convenient to accomplish the foregoing or are incidental thereto or connected therewith. Notwithstanding the foregoing, the Issuer, at the direction of the Controlling Class Holder, may amend its permitted activities by (i) an appropriate amendment to the applicable Agreement, (ii) any opinion of counsel reasonably requested by the Underwriter, the rating agencies, the Trustee and the Securities Administrator (including to the effect that such amendment will not cause the trust fund’s REMIC elections to fail to qualify as a REMIC for federal income tax purposes), (iii) in the case of S&P, written confirmation that such amendment will not result in the rating of any Certificate to be downgraded, withdrawn or suspended, and in the case of Moody’s, written notice of such amendment to Moody’s and (iv) the consent of the Controlling Class Holder to the amendment of such permitted activities.
Activities of the Issuer. The Issuer will not acquire any property with the intent to realize a gain arising from market value changes, or otherwise engage in, enter into or be a party to any business, activity or transaction of any kind, or fail to take any action, which would cause the Issuer to fail to satisfy the requirements of Rule 3a-7 promulgated under the Investment Company Act.
Activities of the Issuer. As trustee of the Corredor Sur Trust, the Issuer shall not engage in any business other than for: • the issuance and sale of the notes pursuant to the Indenture including the listing of the notes on the Panama Stock Exchange and the CNV, including all applicable reporting obligations pursuant thereto; • the receipt, for distribution in accordance with the Indenture, of the proceeds of the sale of the notes to the initial purchaser, and the making of payments thereon; • the receipt, for distribution in accordance with the Trust Agreement, of all Tolls collected and all payments received pursuant to the O&M Agreement (if any) and the Ancillary Service Agreements, as applicable, as well as any other funds payable to the Issuer as assignee of the Assigned Rights; • the assignment to ICA Panama, on the date of repayment in full of all amounts owing in respect of the Indenture and the notes, of the Assigned Rights; • the entry into the Indenture and the performance of all obligations thereunder, including but not limited to, the disbursal of funds in accordance with the terms thereof and the payment of all Obligations in respect of the notes; • the disbursal of funds under the Trust Agreement as instructed by the Instructor and in compliance with the terms of the Trust Agreement; • the redemption of the notes as instructed by ICA Panama, and as required by the terms of the notes; • the incurrence of Indebtedness in connection with the repayment in full of the notes and other amounts owing under the Indenture; and • the entry into, performance and execution of all such other acts, procedures and contracts required or appropriate for the furtherance of, or that are incidental to, the Issuer’s business purposes as contemplated in the Trust Agreement.
Activities of the Issuer. The Issuer (i) shall engage in only (A) the acquisition, ownership, leasing, selling and pledging of the property acquired by the Issuer pursuant to the Contract Acquisition Agreement and the Underlying Note Purchase Agreements, and causing the issuance of, receiving and selling the Notes issued pursuant to this Indenture and (B) the exercise of any powers permitted to limited liability companies under the limited liability company law of the State of its formation which are incidental to the foregoing or necessary to accomplish the foregoing and the Issuer shall incur no debt other than trade payables and expense accruals in connection with its operations in the normal course of business and other than as contemplated by the Transaction Documents; (ii) shall (A) maintain its books, records and cash management accounts separate from the books and records and cash management accounts of any other Person and in accordance with generally accepted accounting principles (except as otherwise permitted under the Transaction Documents with respect to the Operating Account), (B) maintain separate bank accounts and, except for a limited period of time between receipt by the Originator or the Servicer of certain payments on 63 the Contracts and the underlying proceeds as specified in the Servicing Agreement and the Agreement Regarding Operating Account, or as otherwise provided in the Transaction Documents, ensure that no funds or assets of the Issuer shall be commingled with those of the Originator, the Servicer or any other Person, (C) keep in full effect its existence, rights and franchises as a limited liability company under the laws of its State of formation, and shall obtain and preserve its qualification to do business as a foreign limited liability company in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of this Indenture, including all of its licenses, permits, governmental approvals, rights and privileges necessary in the normal conduct of its business as now conducted or presently proposed to be conducted; (D) observe all procedures required by its Certificate of Formation, its Limited Liability Company Agreement and the laws of the State of its formation (E) maintain its good standing under the laws of the State of its formation, (F) keep correct and complete books and records of account and minutes of meeting and other proceedings of its board of managers and members, (G) obtain proper ...
Activities of the Issuer. The Issuer shall at all times abide by the restrictions on its activities as set forth in its certificate of incorporation and shall not amend such certificate of incorporation unless (x) the Issuer shall cause, prior to the taking of such action, an Opinion of Counsel experienced in federal bankruptcy matters, in substance satisfactory to MBIA and the Rating Agencies, to be delivered to the Indenture Trustee, MBIA and the Rating Agencies and (y) the Rating Agencies shall indicate in writing that the taking of such action will not affect the then current rating of any Notes or the shadow rating of this transaction. So long as the Notes remain Outstanding, the Issuer shall not amend its certificate of incorporation without the prior written consent of MBIA.
Activities of the Issuer. The Issuer will not engage in, enter into or be a party to any business, activity or transaction of any kind other than the businesses, activities and transactions authorized in its Organizational Documents as in effect as of Closing Date, or as otherwise amended with the prior written consent of the Trustee and the Majority Control Parties and, with respect of which amendment, the Rating Agencies then rating the Notes of any outstanding Series or Class shall have confirmed that such amendment would not cause the reduction or withdrawal of such rating of any such Series or Class.
