Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such Certificates in connection with the issuance, delivery and registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement. (b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee and to the Depositor. The Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the Depositor, the Trustee promptly may appoint a successor Authenticating Agent which may be the Trustee. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01, 7.03 and 7.04 shall be applicable to any Authenticating Agent. (c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms and the related Supplement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, By: --------------------------------- Authorized Officer"
Appears in 52 contracts
Sources: Trust Certificate Series Supplement (Merrill Lynch Depositor Inc Pplus Trust Series SPR 1), Trust Supplement (Merrill Lynch Depositor Inc Pplus Trust Series GSC-1), Trust Supplement (Merrill Lynch Depositor Inc Pplus Trust Series GSG-2)
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series which shall be authorized to act on behalf of the Owner Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer, exchange or repayment of the Certificates. The Owner Trustee hereby appoints Citibank, N.A. as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agent. Each Authenticating Agent must (other than Citibank, N.A.) shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. .
(c) An Authenticating Agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be with the Trusteeconsent of the Depositor. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent .
(d) The Depositor shall be appointed unless acceptable to pay the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01, 7.03 and 7.04 shall be applicable to any Authenticating AgentSection 3.13.
(ce) Pursuant to an appointment made under this SectionSection 3.13, the Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin mentioned Agreement. Datedas Owner Trustee By: [NAME OF AUTHENTICATING AGENT] Authorized Officer as Authenticating Agent for the Owner Trustee, By: --------------------------------- Authorized Officer"
Appears in 27 contracts
Sources: Trust Agreement (Hyundai Auto Receivables Trust 2024-C), Trust Agreement (Hyundai Auto Receivables Trust 2024-C), Trust Agreement (Hyundai Auto Receivables Trust 2024-B)
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series Certificate which shall be authorized to act on behalf of the Owner Trustee in authenticating such Certificates the Certificate in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such Certificatesthe Certificate. Whenever reference is made in this Trust Agreement to the authentication of Certificates the Certificate by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent must authenticating agent shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. authenticating agent.
(c) An Authenticating Agent authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be authenticating agent with the Trusteeconsent of the Depositor. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent authenticating agent.
(d) The Depositor shall be appointed unless acceptable to pay the Depositor. The Trustee agrees to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this Section. Section 3.6.
(e) The provisions of Sections 7.016.1, 7.03 6.3, 6.4, 6.6, 7.1 and 7.04 7.2 shall be applicable to any Authenticating Agentauthenticating agent.
(cf) Pursuant to an appointment made under this SectionSection 3.6, the Certificates Certificate may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described Certificate referred to in the Standard Terms and the related Supplementwithin-mentioned Trust Agreement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, By: --------------------------------- Authorized Officer"or
Appears in 19 contracts
Sources: Trust Agreement (Chase Manhattan Bank Usa), Trust Agreement (Chase Manhattan Bank Usa Chase Credit Card Owner Tr 2000-1), Trust Agreement (Chase Credit Card Master Trust)
Authenticating Agent. (a) The Trustee Certificate Administrator may appoint one or more Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such Certificates in connection with the issuance, delivery and registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent to execute and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agentto authenticate Trust Certificates. Each The Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein Depositor and must be an entity organized and doing business under the laws of the United States of America or any state, having a principal office and place of business in a state and city acceptable to the contraryDepositor, having a combined capital and surplus of at least $15,000,000, authorized under such laws to do a trust business and subject to supervision or examination by federal or state authorities. The Certificate Administrator shall serve as the appointment of an initial Authenticating Agent pursuant and the Certificate Administrator hereby accepts such appointment. Any entity into which the Authenticating Agent may be merged or converted or with which it may be consolidated, or any entity resulting from any merger, conversion or consolidation to this Section 5.14 which the Authenticating Agent shall not release the Trustee from the dutiesbe party, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution any entity succeeding to the corporate agency business of any the Authenticating Agent Agent, shall continue to be an the Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Trustee Certificate Administrator or such the Authenticating Agent. An The Authenticating Agent may at any time resign by giving at least 30 days’ advance written notice of resignation to the Trustee Certificate Administrator and to the Depositor. The Trustee Certificate Administrator may at any time terminate the agency of an the Authenticating Agent by giving written notice of termination to such the Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an the Authenticating Agent shall cease to be acceptable to eligible in accordance with the Trustee or the Depositorprovisions of this Section 5.09, the Trustee Certificate Administrator promptly may shall appoint a successor Authenticating Agent Agent, which may shall be acceptable to the TrusteeDepositor, and shall mail notice of such appointment to all Trust Certificateholders. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers powers, duties and duties responsibilities of its predecessor hereunder, with like effect as if originally named as an Authenticating AgentAgent herein. No successor Authenticating Agent shall be appointed unless acceptable eligible under the provisions of this Section 5.09. The Authenticating Agent shall have no responsibility or liability for any action taken by it as such at the direction of the Certificate Administrator. Any compensation paid to the DepositorAuthenticating Agent shall be an unreimbursable expense of the Certificate Administrator. The Trustee agrees to pay to each appointment of an Authenticating Agent shall not relieve the Certificate Administrator from time to time reasonable compensation any of its obligations hereunder, and the Certificate Administrator shall remain responsible for its services under this Section. The provisions all acts and omissions of Sections 7.01, 7.03 and 7.04 shall be applicable to any the Authenticating Agent.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms and the related Supplement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, By: --------------------------------- Authorized Officer"
Appears in 19 contracts
Sources: Pooling and Servicing Agreement (Benchmark 2026-V23 Mortgage Trust), Pooling and Servicing Agreement (BMO 2026-5c16 Mortgage Trust), Pooling and Servicing Agreement (BMO 2026-5c15 Mortgage Trust)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such Certificates in connection with the issuance, delivery and registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee and to the Depositor. The Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the Depositor, the Trustee promptly may appoint a successor Authenticating Agent which may be the Trustee. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01, 7.03 and 7.04 shall be applicable to any Authenticating Agent.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms and the related Supplement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, By: --------------------------------- :_____________________ Authorized Officer"
Appears in 8 contracts
Sources: Trust Agreement (Pplus Trust Series GSC-3), Series Supplement (PPLUS Trust Series RRD-1), Trust Agreement (Pplus Trust Series GSC-3)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such Certificates in connection with the issuance, delivery and registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee and to the Depositor. The Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the Depositor, the Trustee promptly may appoint a successor Authenticating Agent which may be the TrusteeAgent. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections Section 7.01, 7.03 and 7.04 shall be applicable to any Authenticating Agent.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms and the related Series Supplement. Dated: [NAME OF AUTHENTICATING AGENT] ------------------------------ ------------------------------ as Authenticating Agent for the Trustee, By: --------------------------------- Authorized Officer"By " ------------------------------
Appears in 8 contracts
Sources: Series Supplement Corporate Bond Backed Certificates (Lehman Abs Corp), Series Supplement Corporate Bond Backed Certificates (Lehman Abs Corp), Callable Treasury Strip Trust Certificates Series Supplement (Lehman Abs Corp)
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series which shall be authorized to act on behalf of the Owner Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer, exchange or repayment of the Certificates. The Owner Trustee hereby appoints Citibank, N.A. as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agent. Each Authenticating Agent must (other than Citibank, N.A.) shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. .
(c) An Authenticating Agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be with the Trusteeconsent of the Depositor. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent .
(d) The Depositor shall be appointed unless acceptable to pay the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01, 7.03 and 7.04 shall be applicable to any Authenticating AgentSection 3.13.
(ce) Pursuant to an appointment made under this SectionSection 3.13, the Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin mentioned Agreement. Datedas Owner Trustee By: [NAME OF AUTHENTICATING AGENT] Authorized Officer or as Authenticating Agent for the Owner Trustee, By: --------------------------------- Authorized Officer"
Appears in 7 contracts
Sources: Trust Agreement (Hyundai Auto Receivables Trust 2021-A), Trust Agreement (Hyundai Auto Receivables Trust 2021-A), Trust Agreement (Hyundai Auto Receivables Trust 2020-C)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such the Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent authenticating agent must be acceptable to the Depositor. Notwithstanding anything contained herein to Transferors and the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust AgreementServicer.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agentauthenticating agent. An Authenticating Agent authenticating agent may at any time resign by giving notice of resignation to the Trustee and to the DepositorTransferor. The Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Trustee or the DepositorTransferor, the Trustee promptly may appoint a successor Authenticating Agent which may be the Trusteeauthenticating agent. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agentauthenticating agent. No successor Authenticating Agent authenticating agent shall be appointed unless acceptable to the DepositorTrustee and the Transferor. The Trustee agrees Transferors agree to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.0111.01, 7.03 11.02 and 7.04 11.03 shall be applicable to any Authenticating Agentauthenticating agent.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed indorsed thereon, in lieu of the Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms Pooling and the related SupplementServicing Agreement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, Trustee By: --------------------------------- Authorized Officer"Signatory
Appears in 6 contracts
Sources: Pooling and Servicing Agreement, Pooling and Servicing Agreement (American Express Receivables Financing Corp Iv LLC), Pooling and Servicing Agreement (American Express Credit Account Master Trust)
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series which shall be authorized to act on behalf of the Owner Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer, exchange or repayment of the Certificates. The Owner Trustee hereby appoints [ ] as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agent. Each Authenticating Agent must (other than [ ]) shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. .
(c) An Authenticating Agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be with the Trusteeconsent of the Depositor. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent .
(d) The Depositor shall be appointed unless acceptable to pay the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01, 7.03 and 7.04 shall be applicable to any Authenticating AgentSection 3.13.
(ce) Pursuant to an appointment made under this SectionSection 3.13, the Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin mentioned Agreement. Datedas Owner Trustee By: [NAME OF AUTHENTICATING AGENT] Authorized Officer as Authenticating Agent for the Owner Trustee, By: --------------------------------- Authorized Officer"
Appears in 4 contracts
Sources: Trust Agreement (Hyundai Abs Funding LLC), Trust Agreement (Hyundai Abs Funding LLC), Trust Agreement (Hyundai Abs Funding LLC)
Authenticating Agent. (a) The Trustee may appoint any one or more Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificates of any Series Units which shall be authorized to act on behalf of the Trustee in authenticating such Certificates the Units in connection with the issuance, delivery and registration of or transfer or exchange of such Certificatesthe Units. Whenever reference is made in this the Trust Agreement to the authentication of Certificates Units by the Trustee or the Trustee's certificate unit of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing filling of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee Trustee, the Depositor and to the DepositorRating Agencies. The Trustee may at any time terminate the agency of an Authenticating Agent by giving signing notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the Depositor, the Trustee promptly may appoint a successor Authenticating Agent. Subsequent to any such removal or resignation of the Authenticating Agent, the Trustee shall act as Authenticating Agent which may be the Trusteeuntil a successor Authenticating Agent, if any, is appointed. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation compensating for its services under this Section. The provisions provision of Sections 7.0110.01, 7.03 10.02 and 7.04 10.03 shall be applicable to any Authenticating Agent.
(c) Pursuant to an appointment made under this Section, the Certificates Units may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates Units described in the Standard Terms and the related SupplementTrust Agreement. DatedBy: [NAME OF AUTHENTICATING AGENT] _________________________________ as Authenticating Agent for the Trustee, Trustee By: --------------------------------- _______________________________ Authorized Officer"Signatory
Appears in 4 contracts
Sources: Trust Agreement (MS Structured Asset Corp), Trust Agreement (MS Structured Asset Corp), Trust Agreement (MS Structured Asset Corp)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such the Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent authenticating agent must be acceptable to the DepositorSellers and the Servicer. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 The initial authenticating agent shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreementbe Citibank.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agentauthenticating agent. An Authenticating Agent authenticating agent may at any time resign by giving notice of resignation to the Trustee and to the DepositorSellers. The Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the DepositorSellers. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Trustee or the DepositorSellers, the Trustee promptly may appoint a successor Authenticating Agent which may be the Trusteeauthenticating agent. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agentauthenticating agent. No successor Authenticating Agent authenticating agent shall be appointed unless acceptable to the DepositorTrustee and the Sellers. The Trustee agrees Sellers agree to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.0111.01, 7.03 11.02 and 7.04 11.03 shall be applicable to any Authenticating Agentauthenticating agent.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms Pooling and the related SupplementServicing Agreement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, By: --------------------------------- Authorized Officer"
Appears in 4 contracts
Sources: Pooling and Servicing Agreement (Citibank, N.A., as Depositor of Citibank Credit Card Issuance Trust), Pooling and Servicing Agreement (Citibank, N.A., as Depositor of Citibank Credit Card Issuance Trust), Pooling and Servicing Agreement (Citibank, N.A., as Depositor of Citibank Credit Card Issuance Trust)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such the Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent authenticating agent must be acceptable to the Depositor. Notwithstanding anything contained herein to Transferor and the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust AgreementServicer.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agentauthenticating agent. An Authenticating Agent authenticating agent may at any time resign by giving notice of resignation to the Trustee Trustee, the Servicer and to the DepositorTransferor. The Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the DepositorTransferor and the Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Trustee or the Depositora Transferor, the Trustee promptly may appoint a successor Authenticating Agent which may be the Trusteeauthenticating agent. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agentauthenticating agent. No successor Authenticating Agent authenticating agent shall be appointed unless acceptable to the DepositorTrustee and the Transferor. The Trustee Transferor agrees to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this SectionSection 6.09. The provisions of Sections 7.0111.01, 7.03 11.02 and 7.04 11.03 shall be applicable to any Authenticating Agentauthenticating agent.
(c) Pursuant to an appointment made under this SectionSection 6.09, the Certificates may have endorsed thereon, in lieu of the Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms Pooling and the related SupplementServicing Agreement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, By: --------------------------------- Trustee By Authorized Officer"
Appears in 4 contracts
Sources: Pooling and Servicing Agreement (Capital One Master Trust), Pooling and Servicing Agreement, Pooling and Servicing Agreement (Capital One Master Trust)
Authenticating Agent. (a) The Trustee may appoint one -------------------- or more Authenticating Agents (each, an "Authenticating AgentAUTHENTICATING AGENT") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such Certificates in connection with the issuance, delivery and registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 5.13 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee and to the Depositor. The Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the Depositor, the Trustee promptly may appoint a successor Authenticating Agent which may be the TrusteeAgent. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections Section 7.01, 7.03 and 7.04 shall be applicable to any Authenticating Agent.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms and the related Series Supplement. Dated: [NAME OF AUTHENTICATING AGENT] TRUSTEE, not in its individual capacity but solely as Authenticating Agent for the Trustee, By: --------------------------------- :___________________________ Authorized Officer"
Appears in 4 contracts
Sources: Series Supplement (Elmwood Funding LTD), Trust Agreement (Elmwood Funding LTD), Series Supplement (Elmwood Funding LTD)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such Certificates in connection with the issuance, delivery and registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent to execute and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agentto authenticate Certificates. Each The Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein Depositor and the Servicer and must be a corporation organized and doing business under the laws of the United States of America or any state, having a principal office and place of business in a state and city acceptable to the contraryDepositor and the Servicer, having a combined capital and surplus of at least $_________, authorized under such laws to do a trust business and subject to supervision or examination by federal or state authorities. The Trustee shall serve as the appointment of an initial Authenticating Agent pursuant to this Section 5.14 shall not release and the Trustee hereby accepts such appointment. Any corporation into which the Authenticating Agent may be merged or converted or with which it may be consolidated, or any corporation resulting from any merger, conversion or consolidation to which the dutiesAuthenticating Agent shall be party, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution any corporation succeeding to the corporate agency business of any the Authenticating Agent Agent, shall continue to be an the Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Trustee or such the Authenticating Agent. An The Authenticating Agent may at any time resign by giving at least ___ days' advance written notice of resignation to the Trustee and to Trustee, the Depositor, the Special Servicer and the Servicer. The Trustee may at any time terminate the agency of an the Authenticating Agent by giving written notice of termination to such the Authenticating Agent and to Agent, the Depositor, the Special Servicer and the Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an the Authenticating Agent shall cease to be acceptable to eligible in accordance with the Trustee or the Depositorprovisions of this Section 8.11, the Trustee promptly may shall appoint a successor Authenticating Agent Agent, which may shall be acceptable to the TrusteeServicer and the Depositor, and shall mail notice of such appointment to all Certificateholders. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers powers, duties and duties responsibilities of its predecessor hereunder, with like effect as if originally named as an Authenticating AgentAgent herein. No successor Authenticating Agent shall be appointed unless acceptable to eligible under the Depositorprovisions of this Section 8.11. The Authenticating Agent shall have no responsibility or liability for any action taken by it as such at the direction of the Trustee. The Trustee agrees to shall pay to each the Authenticating Agent from time to time reasonable compensation for from its services under this Section. The provisions of Sections 7.01, 7.03 and 7.04 shall be applicable to any Authenticating Agentown funds.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms and the related Supplement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, By: --------------------------------- Authorized Officer"
Appears in 4 contracts
Sources: Pooling and Servicing Agreement (Prudential Securities Secured Financing Corp), Pooling and Servicing Agreement (Prudential Securities Secured Financing Corp), Pooling and Servicing Agreement (Prudential Securities Secured Financing Corp)
Authenticating Agent. (a) The Trustee may -------------------- appoint one or more Authenticating Agents authenticating agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such Certificates in connection with the issuance, delivery and registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee and to the Depositor. The Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the Depositor, the Trustee promptly may appoint a successor Authenticating Agent which may be the TrusteeAgent. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections Section 7.01, 7.03 and 7.04 shall be applicable to any Authenticating Agent.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms and the related Series Supplement. Dated: [NAME OF AUTHENTICATING AGENT] --------------------------- --------------------------- as Authenticating Agent for the Trustee, By: --------------------------------- Authorized OfficerBy --------------------- "
Appears in 4 contracts
Sources: Series Supplement Bond Backed Certificates (Lehman Abs Corp), Series Supplement (Lehman Abs Corp), Series Supplement Corporate Bond Backed Certificates (Lehman Abs Corp)
Authenticating Agent. (a) The Trustee may appoint any one or more Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such the Certificates in connection with the issuance, delivery and registration of or transfer or exchange of such the Certificates. Whenever reference is made in this the Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing filling of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee Trustee, the Depositor and to the DepositorRating Agencies. The Trustee may at any time terminate the agency of an Authenticating Agent by giving signing notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the Depositor, the Trustee promptly may appoint a successor Authenticating Agent. Subsequent to any such removal or resignation of the Authenticating Agent, the Trustee shall act as Authenticating Agent which may be the Trusteeuntil a successor Authenticating Agent, if any, is appointed. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation compensating for its services under this Section. The provisions provision of Sections 7.0110.01, 7.03 10.02 and 7.04 10.03 shall be applicable to any Authenticating Agent.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms and the related SupplementTrust Agreement. DatedBy: [NAME OF AUTHENTICATING AGENT] ______________________________ as Authenticating Agent for the Trustee, By: --------------------------------- ______________________________ Authorized Officer"Signatory
Appears in 3 contracts
Sources: Trust Agreement (Comcertz Abs Corp), Trust Agreement (Comcertz Abs Corp), Trust Agreement (Comcertz Abs Corp)
Authenticating Agent. (a) The Trustee Indenture Trustee, at the expense of Issuer, may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series Notes which shall be authorized to act on behalf of the Indenture Trustee in authenticating such Certificates the Notes in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such Certificatesthe Notes. Whenever reference is made in this Trust Agreement the Indenture to the authentication of Certificates Notes by the Indenture Trustee or the Indenture Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Indenture Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Indenture Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent authenticating agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust AgreementIssuer and Servicer.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power or any further act on the part of the Indenture Trustee or such Authenticating Agent. authenticating agent.
(c) An Authenticating Agent authenticating agent may at any time resign by giving written notice of resignation to the Trustee Indenture Trustee, Issuer and to the DepositorServicer. The Indenture Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the DepositorIssuer and Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Indenture Trustee or the DepositorIssuer and Servicer, the Indenture Trustee may promptly may appoint a successor Authenticating Agent which may be the Trusteeauthenticating agent. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agentauthenticating agent. No successor Authenticating Agent authenticating agent shall be appointed unless acceptable to the Depositor. The Trustee Issuer and Servicer.
(d) Issuer agrees to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this Section. Section 2.04.
(e) The provisions of Sections 7.01, 7.03 6.01 and 7.04 6.04 shall be applicable to any Authenticating Agentauthenticating agent.
(cf) Pursuant to an appointment made under this SectionSection 2.04, the Certificates Notes may have endorsed thereon, in lieu of the or in addition to Indenture Trustee's ’s certificate of authentication, an alternate alternative certificate of authentication in substantially the following form: "“This is one of the Certificates Notes described in the Standard Terms and the related Supplementwithin-mentioned Agreement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, Indenture Trustee By: --------------------------------- Authorized Officer"Signatory” Dated:
Appears in 3 contracts
Sources: Master Indenture (First National Funding LLC), Master Indenture (First National Funding LLC), Master Indenture (First National Master Note Trust)
Authenticating Agent. (a) The Indenture Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series Notes which shall be authorized to act on behalf of the Indenture Trustee in authenticating such Certificates the Notes in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such Certificatesthe Notes. The Indenture Trustee shall be the initial authenticating agent. Whenever reference is made in this Trust Agreement Indenture to the authentication of Certificates Notes by the Indenture Trustee or the Indenture Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Indenture Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Indenture Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent authenticating agent must be acceptable to the Depositor. Notwithstanding anything contained herein to Issuer and the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust AgreementServicer.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power or any further act on the part of the Indenture Trustee or such Authenticating Agent. authenticating agent.
(c) An Authenticating Agent authenticating agent may at any time resign by giving notice of resignation to the Indenture Trustee and to the DepositorIssuer. The Indenture Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the DepositorIssuer and the Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Indenture Trustee or the DepositorIssuer, the Indenture Trustee may promptly may appoint a successor Authenticating Agent which may be the Trusteeauthenticating agent. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agentauthenticating agent. No successor Authenticating Agent authenticating agent shall be appointed unless acceptable to the Depositor. Issuer and the Servicer.
(d) The Trustee Issuer agrees to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this Section. Section 2.04.
(e) The provisions of Sections 7.01, 7.03 6.01 and 7.04 6.04 shall be applicable to any Authenticating Agentauthenticating agent.
(cf) Pursuant to an appointment made under this SectionSection 2.04, the Certificates Notes may have endorsed thereon, in lieu of or in addition to the Indenture Trustee's ’s certificate of authentication, an alternate alternative certificate of authentication in substantially the following form: "“This is one of the Certificates Notes described in the Standard Terms and the related Supplementwithin-mentioned Indenture. Dated: [NAME OF AUTHENTICATING AGENT] ________________________________ ________________________________ as Authenticating Agent for the Trustee, Indenture Trustee By: --------------------------------- ____________________________ Authorized Officer"Signatory”
Appears in 3 contracts
Sources: Master Indenture, Master Indenture (Atlanticus Holdings Corp), Master Indenture (Atlanticus Holdings Corp)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such Certificates in connection with the issuance, delivery and registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent to execute and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agentto authenticate Certificates. Each The Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein Depositor and the Master Servicer and must be a corporation organized and doing business under the laws of the United States of America or any state, having a principal office and place of business in a state and city acceptable to the contraryDepositor and the Master Servicer, having a combined capital and surplus of at least $15,000,000, authorized under such laws to do a trust business and subject to supervision or examination by federal or state authorities. The Trustee shall pay the appointment of an Authenticating Agent pursuant to this Section 5.14 reasonable compensation from its own funds and the Trustee shall remain liable for all actions of any Authenticating Agent and shall not release be relieved of any of its obligations hereunder. The Trustee shall serve as the initial Authenticating Agent and the Trustee hereby accepts such appointment. Any corporation into which the Authenticating Agent may be merged or converted or with which it may be consolidated, or any corporation resulting from any merger, conversion or consolidation to which the dutiesAuthenticating Agent shall be party, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution any corporation succeeding to the corporate agency business of any the Authenticating Agent Agent, shall continue to be an the Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Trustee or such the Authenticating Agent. An The Authenticating Agent may at any time resign by giving at least 30 days' advance written notice of resignation to the Trustee and to Trustee, the Depositor, the Special Servicer and the Master Servicer. The Trustee may at any time terminate the agency of an the Authenticating Agent by giving written notice of termination to such the Authenticating Agent and to Agent, the Depositor, the Special Servicer and the Master Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an the Authenticating Agent shall cease to be acceptable to eligible in accordance with the Trustee or the Depositorprovisions of this Section 8.11, the Trustee promptly may shall appoint a successor Authenticating Agent Agent, which may shall be acceptable to the TrusteeMaster Servicer and the Depositor, and shall mail notice of such appointment to all Certificateholders. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers powers, duties and duties responsibilities of its predecessor hereunder, with like effect as if originally named as an Authenticating AgentAgent herein. No successor Authenticating Agent shall be appointed unless acceptable to eligible under the Depositorprovisions of this Section 8.11. The Authenticating Agent shall have no responsibility or liability for any action taken by it as such at the direction of the Trustee. The Trustee agrees to shall pay to each the Authenticating Agent from time to time reasonable compensation for from its services under this Section. The provisions of Sections 7.01, 7.03 and 7.04 shall be applicable to any Authenticating Agentown funds.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms and the related Supplement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, By: --------------------------------- Authorized Officer"
Appears in 3 contracts
Sources: Pooling and Servicing Agreement (PNC Mort Sec Corp Com Mort Pass THR Cert Ser 2000-C1), Pooling and Servicing Agreement (PNC Mort Accept Corp Commerc Mort Pass THR Cert Ser 1999 Cm1), Pooling and Servicing Agreement (Commercial Mortgage Acceptance Corp)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any one or more Series which shall be authorized to act on behalf of the Trustee in authenticating the Certificates of such Certificates Series in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such Certificates. Whenever Wherever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent authenticating agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust AgreementTransferor.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power paper or any further act on the part of the Trustee or such Authenticating Agent. authenticating agent.
(c) An Authenticating Agent authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the DepositorTransferor. The Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Trustee or the DepositorTransferor, the Trustee promptly may appoint a successor Authenticating Agent which may be the Trusteeauthenticating agent. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agentauthenticating agent. No successor Authenticating Agent authenticating agent shall be appointed unless acceptable to the Depositor. Trustee and the Transferor.
(d) The Trustee agrees to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this Section. Section 6.10, and the Trustee shall be entitled to be reimbursed and the Master Servicer shall reimburse the Trustee for such payments, subject to the provisions of Section 11.05.
(e) The provisions of Sections 7.0111.01, 7.03 11.02 and 7.04 11.03 shall be applicable to any Authenticating Agentauthenticating agent.
(cf) Pursuant to an appointment made under this SectionSection 6.10, the Certificates of an applicable Series may have endorsed thereon, in lieu of the Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: "“This is one of the Certificates described in the Standard Terms Pooling and the related Servicing Agreement and Series Supplement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, By: --------------------------------- Authorized Officer":
Appears in 3 contracts
Sources: Pooling and Servicing Agreement (Discover Card Master Trust I), Pooling and Servicing Agreement (Discover Card Master Trust I), Pooling and Servicing Agreement (Discover Card Master Trust I)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such Certificates in connection with the issuance, delivery and registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent to execute and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agentto authenticate Certificates. Each The Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein Depositor and the Servicer and must be a corporation organized and doing business under the laws of the United States of America or any state, having a principal office and place of business in a state and city acceptable to the contraryDepositor and the Servicer, having a combined capital and surplus of at least $15,000,000, authorized under such laws to do a trust business and subject to supervision or examination by federal or state authorities. The Trustee shall serve as the appointment of an initial Authenticating Agent pursuant to this Section 5.14 shall not release and the Trustee hereby accepts such appointment. Any corporation into which the Authenticating Agent may be merged or converted or with which it may be consolidated, or any corporation resulting from any merger, conversion or consolidation to which the dutiesAuthenticating Agent shall be party, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution any corporation succeeding to the corporate agency business of any the Authenticating Agent Agent, shall continue to be an the Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Trustee or such the Authenticating Agent. An The Authenticating Agent may at any time resign by giving at least 30 days' advance written notice of resignation to the Trustee and to Trustee, the Depositor, the Special Servicer and the Servicer. The Trustee may at any time terminate the agency of an the Authenticating Agent by giving written notice of termination to such the Authenticating Agent and to Agent, the Depositor, the Special Servicer and the Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an the Authenticating Agent shall cease to be acceptable to eligible in accordance with the Trustee or the Depositorprovisions of this Section 8.11, the Trustee promptly may shall appoint a successor Authenticating Agent Agent, which may shall be acceptable to the TrusteeServicer and the Depositor, and shall mail notice of such appointment to all Certificateholders. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers powers, duties and duties responsibilities of its predecessor hereunder, with like effect as if originally named as an Authenticating AgentAgent herein. No successor Authenticating Agent shall be appointed unless acceptable to eligible under the Depositorprovisions of this Section 8.11. The Authenticating Agent shall have no responsibility or liability for any action taken by it as such at the direction of the Trustee. The Trustee agrees to shall pay to each the Authenticating Agent from time to time reasonable compensation for from its services under this Section. The provisions of Sections 7.01, 7.03 and 7.04 shall be applicable to any Authenticating Agentown funds.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms and the related Supplement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, By: --------------------------------- Authorized Officer"
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (Midland Realty Accept Corp Com Mort Pass THR Cert Se 1996-C1), Pooling and Servicing Agreement (Midland Realty Accept Corp Com Mort Pass THR Cert Se 1996 C2)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such Certificates in connection with the issuance, delivery and registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent to execute and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agentto authenticate Certificates. Each The Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein Depositor and the Master Servicer and must be a corporation organized and doing business under the laws of the United States of America or any state, having a principal office and place of business in a state and city acceptable to the contraryDepositor and the Master Servicer, having a combined capital and surplus of at least $15,000,000, authorized under such laws to do a trust business and subject to supervision or examination by federal or state authorities. The Trustee shall serve as the appointment of an initial Authenticating Agent pursuant to this Section 5.14 shall not release and the Trustee hereby accepts such appointment. 202 Any corporation into which the Authenticating Agent may be merged or converted or with which it may be consolidated, or any corporation resulting from any merger, conversion or consolidation to which the dutiesAuthenticating Agent shall be party, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution any corporation succeeding to the corporate agency business of any the Authenticating Agent Agent, shall continue to be an the Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Trustee or such the Authenticating Agent. An The Authenticating Agent may at any time resign by giving at least 30 days' advance written notice of resignation to the Trustee and to Trustee, the Depositor, each Special Servicer and the Master Servicer. The Trustee may at any time terminate the agency of an the Authenticating Agent by giving written notice of termination to such the Authenticating Agent and to Agent, the Depositor, each Special Servicer and the Master Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an the Authenticating Agent shall cease to be acceptable to eligible in accordance with the Trustee or the Depositorprovisions of this Section 8.11, the Trustee promptly may shall appoint a successor Authenticating Agent Agent, which may shall be acceptable to the TrusteeMaster Servicer and the Depositor, and shall mail notice of such appointment to all Certificateholders. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers powers, duties and duties responsibilities of its predecessor hereunder, with like effect as if originally named as an Authenticating AgentAgent herein. No successor Authenticating Agent shall be appointed unless acceptable to eligible under the Depositorprovisions of this Section 8.11. The Authenticating Agent shall have no responsibility or liability for any action taken by it as such at the direction of the Trustee. The Trustee agrees to shall pay to each the Authenticating Agent from time to time reasonable compensation for from its services under this Section. The provisions of Sections 7.01, 7.03 and 7.04 shall be applicable to any Authenticating Agentown funds.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms and the related Supplement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, By: --------------------------------- Authorized Officer"
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (Commercial Mortgage Acceptance Corp), Pooling and Servicing Agreement (Commercial Mortgage Acceptance Corp)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series which that shall be authorized to act on behalf of the Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such the Certificates. Either Trustee or the authenticating agent, if any, then appointed and acting on behalf of Trustee shall authenticate the Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent authenticating agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust AgreementTransferor.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power document or any further act on the part of Trustee, the Trustee authenticating agent or such Authenticating Agent. any other Person.
(c) An Authenticating Agent authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the DepositorTransferor. The Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent the authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Trustee or the DepositorTransferor, the Trustee may promptly may appoint a successor Authenticating Agent which may be the Trusteeauthenticating agent. Any successor Authenticating Agent authenticating agent, upon acceptance of its appointment hereunder appointment, shall become vested with all the rights, powers and duties of its predecessor hereunderpredecessor, with like effect as if originally named as an Authenticating Agentauthenticating agent. No successor Authenticating Agent authenticating agent shall be appointed unless acceptable to the Depositor. The Trustee and Transferor.
(d) Servicer agrees to pay to each Authenticating Agent authenticating agent (if any), as an expense of Servicer paid out of the Servicing Fee, reasonable compensation from time to time reasonable compensation for its services performed under this Section. section.
(e) The provisions of Sections 7.0111.1, 7.03 11.2, 11.3 and 7.04 11.4 shall be applicable to any Authenticating Agent.
(c) Pursuant to an appointment made under this Section, authenticating agent as if the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described references in the Standard Terms and applicable provisions thereof to "Trustee" were references to the related Supplement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, By: --------------------------------- Authorized Officer"authenticating agent.
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (International Comfort Products Corp), Pooling and Servicing Agreement (International Comfort Products Corp)
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series which shall be authorized to act on behalf of the Owner Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer, exchange or repayment of the Certificates. The Owner Trustee hereby appoints Citibank, N.A. as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agent. Each Authenticating Agent must (other than Citibank, N.A.) shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. .
(c) An Authenticating Agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be with the Trusteeconsent of the Depositor. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent .
(d) The Depositor shall be appointed unless acceptable to pay the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this SectionSection 3.13. The provisions of Sections 7.01, 7.03 16 (2026-D Amended and 7.04 shall be applicable to any Authenticating Agent.Restated Trust Agreement)
(ce) Pursuant to an appointment made under this SectionSection 3.13, the Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin mentioned Agreement. Datedas Owner Trustee By: [NAME OF AUTHENTICATING AGENT] Authorized Officer as Authenticating Agent for the Owner Trustee, By: --------------------------------- Authorized Officer"
Appears in 2 contracts
Sources: Amended and Restated Trust Agreement (Hyundai Auto Receivables Trust 2026-D), Trust Agreement (Hyundai Auto Receivables Trust 2026-D)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such Certificates in connection with the issuance, delivery and registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the DepositorDepositor and the Administrator, if any. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 5.15 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee and to the Depositor. The Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the Depositor, the Trustee promptly may appoint a successor Authenticating Agent which may be the TrusteeAgent. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Administrator, if any, and the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.018.1, 7.03 8.2 and 7.04 8.3 shall be applicable to any Authenticating Agent.
(c) Pursuant to an appointment made under this SectionSection 5.15, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms Trust Agreement and the related Series Supplement. Dated: [NAME OF AUTHENTICATING AGENT] _________________________________ as Authenticating Agent for the Trustee, By: --------------------------------- ________________________________ Authorized Officer"Signatory
Appears in 2 contracts
Sources: Series Supplement (Structured Products Corp), Base Trust Agreement (Structured Products Corp)
Authenticating Agent. (a) The Trustee may appoint any one or more Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such the Certificates in connection with the issuance, delivery and registration of or transfer or exchange of such the Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate unit of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing filling of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee and to the Depositor. The Trustee may at any time terminate the agency of an Authenticating Agent by giving signing and delivering a written notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the Depositor, the Trustee promptly may appoint a successor Authenticating Agent. Subsequent to any such removal or resignation of the Authenticating Agent, the Trustee shall act as Authenticating Agent which may be the Trusteeuntil a successor Authenticating Agent, if any, is appointed. Any successor Authenticating Agent Agent, upon acceptance of its appointment hereunder hereunder, shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Depositor. .
(c) The Trustee Depositor agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. Section 5.10.
(d) The provisions provision of Sections 7.018.01, 7.03 8.02 and 7.04 8.03 shall be applicable to any Authenticating Agent.
(ce) Pursuant to an appointment made under this SectionSection 5.10, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin-mentioned Trust Agreement. Dated: [NAME OF AUTHENTICATING AGENT] _________________________ as Authenticating Agent for the Trustee, By: --------------------------------- ________________________ Authorized OfficerSignatory"
Appears in 2 contracts
Sources: Trust Agreement (Bond Trust Products LLC), Trust Agreement (Bond Trust Products LLC)
Authenticating Agent. (a) The There may be an Authenticating Agent appointed by the Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act as its agent on its behalf of the Trustee in authenticating such Certificates and subject to its direction in connection with the issuance, authentication and delivery of the Notes. The Notes authenticated by such Authenticating Agent shall be entitled to the benefits of this Indenture and registration of transfer or exchange of such Certificatesshall be valid and obligatory for all purposes as if authenticated by the Trustee. Whenever Wherever reference is made in this Trust Agreement the Indenture to the authentication and delivery of Certificates Notes by the Trustee or to the Trustee's certificate of authentication, such reference shall be deemed to include authentication and delivery on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an such Authenticating Agent. Each Such Authenticating Agent must shall at all times be acceptable a Person organized and doing business under the laws of the United States or of any State, authorized under such laws to the Depositorexercise corporate trust powers, having a combined capital and surplus of at least $25,000,000, subject to supervision or examination by Federal or State authority. Notwithstanding anything contained herein to the contrary, the appointment of an Any Person into which any Authenticating Agent pursuant may be merged or converted, or with which it may be consolidated, or any Person resulting from any merger, conversion or consolidation to this Section 5.14 which any Authenticating Agent shall not release the Trustee from the dutiesbe party, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution any Person succeeding to the corporate agency business of any Authenticating Agent Agent, shall continue to be an the Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Trustee or such Authenticating Agent. An Any Authenticating Agent may at any time resign by giving written notice of resignation to the Trustee and to the DepositorCompany. The Trustee may at any time terminate the agency of an any Authenticating Agent by giving written notice of termination to such Authenticating Agent and to the DepositorCompany. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an any Authenticating Agent shall cease to be acceptable to eligible in accordance with the Trustee or the Depositorprovisions of this Section 13.11, the Trustee promptly may appoint a successor Authenticating Agent Agent, which may shall be acceptable to the TrusteeCompany, and shall give written notice of such appointment to the Company, and the Company shall give notice of such appointment to all holders of Notes. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers powers, duties and duties responsibilities of its predecessor hereunder, with like effect as if originally named as an Authenticating AgentAgent herein. No successor The Authenticating Agent shall be appointed unless acceptable to have no responsibility or liability for any action taken by it as such at the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01, 7.03 and 7.04 shall be applicable to any Authenticating Agent.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu direction of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms and the related Supplement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, By: --------------------------------- Authorized Officer".
Appears in 2 contracts
Sources: Indenture (Synovus Financial Corp), Indenture (Synovus Financial Corp)
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series which shall be authorized to act on behalf of the Owner Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer, exchange or repayment of the Certificates. The Owner Trustee hereby appoints Citibank, N.A. as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agent. Each Authenticating Agent must (other than Citibank, N.A.) shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. .
(c) An Authenticating Agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be with the Trusteeconsent of the Depositor. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent 16 (2021-B Amended and Restated Trust Agreement)
(d) The Depositor shall be appointed unless acceptable to pay the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01, 7.03 and 7.04 shall be applicable to any Authenticating AgentSection 3.13.
(ce) Pursuant to an appointment made under this SectionSection 3.13, the Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin mentioned Agreement. Datedas Owner Trustee By: [NAME OF AUTHENTICATING AGENT] Authorized Officer as Authenticating Agent for the Owner Trustee, By: --------------------------------- Authorized Officer"
Appears in 2 contracts
Sources: Trust Agreement (Hyundai Auto Receivables Trust 2021-B), Trust Agreement (Hyundai Auto Receivables Trust 2021-B)
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series which shall be authorized to act on behalf of the Owner Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer, exchange or repayment of the Certificates. The Owner Trustee hereby appoints Citibank, N.A. as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agent. Each Authenticating Agent must (other than Citibank, N.A.) shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. .
(c) An Authenticating Agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be with the Trusteeconsent of the Depositor. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent .
(d) The Depositor shall be appointed unless acceptable to pay the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01, 7.03 and 7.04 shall be applicable to any Authenticating AgentSection 3.13.
(ce) Pursuant to an appointment made under this SectionSection 3.13, the Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms and the related Supplement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, By: --------------------------------- Authorized Officer":
Appears in 2 contracts
Sources: Trust Agreement (Hyundai Abs Funding LLC), Trust Agreement (Hyundai Auto Receivables Trust 2018-A)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such Certificates in connection with the issuance, delivery and registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the DepositorDepositor and the Administrative Agent, if any. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 5.15 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee and to the Depositor. The Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the Depositor, the Trustee promptly may appoint a successor Authenticating Agent which may be the TrusteeAgent. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Administrative Agent, if any, and the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01Section 8.1, 7.03 8.2 and 7.04 8.3 shall be applicable to any Authenticating Agent.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms Trust Agreement and the related Series Supplement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, By: --------------------------------- By Authorized Officer"Signatory
Appears in 2 contracts
Sources: Base Trust Agreement (Structured Products Corp), Base Trust Agreement (Structured Products Corp)
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series which shall be authorized to act on behalf of the Owner Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer, exchange or repayment of the Certificates. The Owner Trustee hereby appoints Citibank, N.A. as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Owner Trustee or the Owner Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agent. Each Authenticating Agent must (other than Citibank, N.A.) shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. .
(c) An Authenticating Agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be with the Trusteeconsent of the Depositor. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent .
(d) The Depositor shall be appointed unless acceptable to pay the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01, 7.03 and 7.04 shall be applicable to any Authenticating AgentSection 3.13.
(ce) Pursuant to an appointment made under this SectionSection 3.13, the Certificates may have endorsed thereon, in lieu of the Owner Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin mentioned Agreement. Datedas Owner Trustee By: [NAME OF AUTHENTICATING AGENT] Authorized Officer as Authenticating Agent for the Owner Trustee, By: --------------------------------- Authorized Officer"
Appears in 2 contracts
Sources: Trust Agreement (Hyundai Auto Receivables Trust 2006-B), Trust Agreement (Hyundai Abs Funding Corp)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents authenticating agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such the Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each The Trustee is hereby appointed as the initial Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust AgreementAgent.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Trustee or such Authenticating Agent. An .
(c) Any Authenticating Agent may at any time resign by giving written notice of resignation to the Trustee and to the DepositorSeller. The Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the DepositorSeller. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the DepositorSeller, the Trustee promptly may appoint a successor Authenticating Agent which may be the TrusteeAgent. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Depositor. Seller.
(d) The Trustee agrees to pay to each Authenticating Agent from its own funds from time to time reasonable compensation for its services under this Section. Section 6.3.
(e) The provisions of Sections 7.0110.1, 7.03 10.4 and 7.04 10.5 shall be applicable to any Authenticating Agent.
(cf) Pursuant to an appointment made under this SectionSection 6.3, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms Pooling and the related SupplementServicing Agreement. Dated: [NAME OF AUTHENTICATING AGENT] ___________________________ as Authenticating Agent for the Trustee, By: --------------------------------- :________________________ Authorized Officer"Signatory
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (Asta Funding Inc), Pooling and Servicing Agreement (Asta Funding Inc)
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series which shall be authorized to act on behalf of the Owner Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer, exchange or repayment of the Certificates. The Owner Trustee hereby appoints Citibank, N.A. as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agent. Each Authenticating Agent must (other than Citibank, N.A.) shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. .
(c) An Authenticating Agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be with the Trusteeconsent of the Depositor. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent 16 (2017-A Amended and Restated Trust Agreement)
(d) The Depositor shall be appointed unless acceptable to pay the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01, 7.03 and 7.04 shall be applicable to any Authenticating AgentSection 3.13.
(ce) Pursuant to an appointment made under this SectionSection 3.13, the Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin mentioned Agreement. Datedas Owner Trustee By: [NAME OF AUTHENTICATING AGENT] Authorized Officer as Authenticating Agent for the Owner Trustee, By: --------------------------------- Authorized Officer"
Appears in 2 contracts
Sources: Trust Agreement (Hyundai Abs Funding LLC), Trust Agreement (Hyundai Auto Receivables Trust 2017-A)
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series which shall be authorized to act on behalf of the Owner Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer, exchange or repayment of the Certificates. The Owner Trustee hereby appoints Citibank, N.A. as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agent. Each Authenticating Agent must (other than Citibank, N.A.) shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. .
(c) An Authenticating Agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be with the Trusteeconsent of the Depositor. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent 16 (2020-B Amended and Restated Trust Agreement)
(d) The Depositor shall be appointed unless acceptable to pay the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01, 7.03 and 7.04 shall be applicable to any Authenticating AgentSection 3.13.
(ce) Pursuant to an appointment made under this SectionSection 3.13, the Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin mentioned Agreement. Dated______________________________________ as Owner Trustee By: [NAME OF AUTHENTICATING AGENT] Authorized Officer or ______________________________________ as Authenticating Agent for the Owner Trustee, By: --------------------------------- Authorized Officer"
Appears in 2 contracts
Sources: Trust Agreement (Hyundai Auto Receivables Trust 2020-B), Trust Agreement (Hyundai Auto Receivables Trust 2020-B)
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series which shall be authorized to act on behalf of the Owner Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer, exchange or repayment of the Certificates. The Owner Trustee hereby appoints Citibank, N.A. as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agent. Each Authenticating Agent must (other than Citibank, N.A.) shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. .
(c) An Authenticating Agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be with the Trusteeconsent of the Depositor. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent .
(d) The Depositor shall be appointed unless acceptable to pay the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this SectionSection 3.13. The provisions of Sections 7.01, 7.03 16 (2025-B Amended and 7.04 shall be applicable to any Authenticating Agent.Restated Trust Agreement)
(ce) Pursuant to an appointment made under this SectionSection 3.13, the Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin mentioned Agreement. Datedas Owner Trustee By: [NAME OF AUTHENTICATING AGENT] Authorized Officer as Authenticating Agent for the Owner Trustee, By: --------------------------------- Authorized Officer"
Appears in 2 contracts
Sources: Trust Agreement (Hyundai Auto Receivables Trust 2025-B), Trust Agreement (Hyundai Auto Receivables Trust 2025-B)
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series which shall be authorized to act on behalf of the Owner Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer, exchange or repayment of the Certificates. The Owner Trustee hereby appoints Citibank, N.A. as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agent. Each Authenticating Agent must (other than Citibank, N.A.) shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. .
(c) An Authenticating Agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be with the Trusteeconsent of the Depositor. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01, 7.03 and 7.04 shall be applicable to any Authenticating Agent.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms and the related Supplement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, By: --------------------------------- Authorized Officer"
Appears in 2 contracts
Sources: Trust Agreement (Hyundai Abs Funding LLC), Trust Agreement (Hyundai Abs Funding LLC)
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series which shall be authorized to act on behalf of the Owner Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer, exchange or repayment of the Certificates. The Owner Trustee hereby appoints Citibank, N.A. as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agent. Each Authenticating Agent must (other than Citibank, N.A.) shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. .
(c) An Authenticating Agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be with the Trusteeconsent of the Depositor. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent .
(d) The Depositor shall be appointed unless acceptable to pay the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this SectionSection 3.13. The provisions of Sections 7.01, 7.03 16 (2025-C Amended and 7.04 shall be applicable to any Authenticating Agent.Restated Trust Agreement)
(ce) Pursuant to an appointment made under this SectionSection 3.13, the Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin mentioned Agreement. Datedas Owner Trustee By: [NAME OF AUTHENTICATING AGENT] Authorized Officer as Authenticating Agent for the Owner Trustee, By: --------------------------------- Authorized Officer"
Appears in 2 contracts
Sources: Trust Agreement (Hyundai Auto Receivables Trust 2025-C), Trust Agreement (Hyundai Auto Receivables Trust 2025-C)
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series which shall be authorized to act on behalf of the Owner Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer, exchange or repayment of the Certificates. The Owner Trustee hereby appoints Citibank, N.A. as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agent. Each Authenticating Agent must (other than Citibank, N.A.) shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. .
(c) An Authenticating Agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be with the Trusteeconsent of the Depositor. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent 16 (2021-C Amended and Restated Trust Agreement)
(d) The Depositor shall be appointed unless acceptable to pay the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01, 7.03 and 7.04 shall be applicable to any Authenticating AgentSection 3.13.
(ce) Pursuant to an appointment made under this SectionSection 3.13, the Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin mentioned Agreement. Datedas Owner Trustee By: [NAME OF AUTHENTICATING AGENT] Authorized Officer as Authenticating Agent for the Owner Trustee, By: --------------------------------- Authorized Officer"
Appears in 2 contracts
Sources: Trust Agreement (Hyundai Auto Receivables Trust 2021-C), Trust Agreement (Hyundai Auto Receivables Trust 2021-C)
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series which shall be authorized to act on behalf of the Owner Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer, exchange or repayment of the Certificates. The Owner Trustee hereby appoints [ ] as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agent. Each Authenticating Agent must (other than [ ]) shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. .
(c) An Authenticating Agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be with the Trusteeconsent of the Depositor. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent .
(d) The Depositor shall be appointed unless acceptable to pay the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this SectionSection 3.13. The provisions of Sections 7.01, 7.03 15 (20[__]-[_] Amended and 7.04 shall be applicable to any Authenticating Agent.Restated Trust Agreement)
(ce) Pursuant to an appointment made under this SectionSection 3.13, the Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin mentioned Agreement. Datedas Owner Trustee By: [NAME OF AUTHENTICATING AGENT] Authorized Officer as Authenticating Agent for the Owner Trustee, By: --------------------------------- Authorized Officer"
Appears in 2 contracts
Sources: Trust Agreement (Hyundai Abs Funding LLC), Trust Agreement (Hyundai Abs Funding Corp)
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series which shall be authorized to act on behalf of the Owner Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer, exchange or repayment of the Certificates. The Owner Trustee hereby appoints Citibank, N.A. as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agent. Each Authenticating Agent must (other than Citibank, N.A.) shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. .
(c) An Authenticating Agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be with the Trusteeconsent of the Depositor. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent .
(d) The Depositor shall be appointed unless acceptable to pay the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this SectionSection 3.13. The provisions of Sections 7.01, 7.03 16 (2026-C Amended and 7.04 shall be applicable to any Authenticating Agent.Restated Trust Agreement)
(ce) Pursuant to an appointment made under this SectionSection 3.13, the Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin mentioned Agreement. Datedas Owner Trustee By: [NAME OF AUTHENTICATING AGENT] Authorized Officer as Authenticating Agent for the Owner Trustee, By: --------------------------------- Authorized Officer"
Appears in 2 contracts
Sources: Trust Agreement (Hyundai Auto Receivables Trust 2026-C), Trust Agreement (Hyundai Auto Receivables Trust 2026-C)
Authenticating Agent. (a) The Trustee may upon Company request appoint one or more Authenticating Agents authenticating agents (eachincluding, an "Authenticating Agent"without limitation, the Company or any Affiliate thereof) with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such Certificates Securities in connection with the issuanceissue, delivery and delivery, registration of transfer transfer, exchange, partial redemption or exchange of such Certificatesrepayment thereof (an "Authenticating Agent"). Whenever Wherever reference is made in this Trust Agreement Indenture to the authentication of Certificates Securities by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein Company and must be a corporation organized and doing business under the laws of the United States or of any State, having a combined capital and surplus of at least $20,000,000, authorized under such laws to do a trust business and subject to supervision or examination by Federal or State authorities or the contrary, equivalent foreign authority in the appointment case of an Authenticating Agent pursuant to this Section 5.14 shall who is not release organized and doing business under the Trustee from laws of the duties, obligations, responsibilities United States or liabilities arising under this Trust Agreement.
(b) of any State thereof or the District of Columbia. Any institution corporation succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving written notice of resignation to the Trustee and to the DepositorCompany. The Trustee may at any time terminate the agency of an any Authenticating Agent by giving written notice of termination to such Authenticating Agent and to the DepositorCompany. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to eligible in accordance with the Trustee or the Depositorprovisions of this Section, the Trustee promptly may appoint a successor Authenticating Agent which may be the TrusteeAgent. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating AgentAgent herein. No successor Authenticating Agent shall be appointed unless acceptable to eligible under the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under provisions of this Section. The provisions of Sections 7.011.04, 7.03 1.08, 2.06, 2.09, 5.02, 5.03, 5.04, and 7.04 5.06 shall be applicable to any Authenticating Agent.
(c) . Pursuant to an each appointment made under this Section, the Certificates Securities may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates Securities described in the Standard Terms and the related Supplementwithin-mentioned Indenture. Dated-------------------------------------------- By: [NAME OF AUTHENTICATING AGENT] as ---------------------------------------- As Authenticating Agent for the Trustee, Trustee ---------------------------------------- By: --------------------------------- Authorized Officer"Signatory Dated --------------------------------------
Appears in 2 contracts
Sources: Indenture (American Express Co), Indenture (American Express Co)
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series which shall be authorized to act on behalf of the Owner Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer, exchange or repayment of the Certificates. The Owner Trustee hereby appoints Citibank, N.A. as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agent. Each Authenticating Agent must (other than Citibank, N.A.) shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. .
(c) An Authenticating Agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be with the Trusteeconsent of the Depositor. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent .
(d) The Depositor shall be appointed unless acceptable to pay the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01, 7.03 and 7.04 shall be applicable to any Authenticating AgentSection 3.13.
(ce) Pursuant to an appointment made under this SectionSection 3.13, the Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin mentioned Agreement. Datedas Owner Trustee By: [NAME OF AUTHENTICATING AGENT] Authorized Officer or as Authenticating Agent for the Owner Trustee, By: --------------------------------- Authorized Officer"Officer 16 (2016-B Amended and Restated Trust Agreement)
Appears in 2 contracts
Sources: Trust Agreement (Hyundai Auto Receivables Trust 2016-B), Trust Agreement (Hyundai Abs Funding LLC)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such the Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent authenticating agent must be acceptable to the Depositor. Notwithstanding anything contained herein to Transferor and the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust AgreementServicer.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agentauthenticating agent. An Authenticating Agent authenticating agent may at any time resign by giving notice of resignation to the Trustee Trustee, the Servicer and to the DepositorTransferor. The Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the DepositorTransferor and the Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Trustee or the Depositora Transferor, the Trustee promptly may appoint a successor Authenticating Agent which may be the Trusteeauthenticating agent. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agentauthenticating agent. No successor Authenticating Agent authenticating agent shall be appointed unless acceptable to the DepositorTrustee and the Transferor. The Trustee Transferor agrees to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this SectionSection 6.09. The provisions of Sections 7.0111.01, 7.03 11.02 and 7.04 11.03 shall be applicable to any Authenticating Agentauthenticating agent.
(c) Pursuant to an appointment made under this SectionSection 6.09, the Certificates may have endorsed thereon, in lieu of the Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms Pooling and the related SupplementServicing Agreement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, By: --------------------------------- Authorized Officer"
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (Capital One Master Trust), Pooling and Servicing Agreement (Capital One Master Trust)
Authenticating Agent. (a) The Trustee may appoint any one or more Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such the Certificates in connection with the issuance, delivery and registration of or transfer or exchange of such the Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate unit of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be reasonably acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing filling of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee and to the Depositor. The Trustee may at any time terminate the agency of an Authenticating Agent by giving signing and delivering a written notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the Depositor, the Trustee promptly may appoint a successor Authenticating Agent. Subsequent to any such removal or resignation of the Authenticating Agent, the Trustee shall act as Authenticating Agent which may be the Trusteeuntil a successor Authenticating Agent, if any, is appointed. Any successor Authenticating Agent Agent, upon acceptance of its appointment hereunder hereunder, shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Depositor. .
(c) The Trustee Depositor agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. Section 5.10.
(d) The provisions provision of Sections 7.018.01, 7.03 8.02 and 7.04 8.03 shall be applicable to any Authenticating Agent.
(ce) Pursuant to an appointment made under this SectionSection 5.10, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin-mentioned Trust Agreement. Dated: [NAME OF AUTHENTICATING AGENT] _________________________ as Authenticating Agent for the Trustee, By: --------------------------------- ________________________ Authorized OfficerSignatory"
Appears in 2 contracts
Sources: Trust Agreement (Incapital Trust Products LLC), Trust Agreement (Incapital Trust Products LLC)
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series which shall be authorized to act on behalf of the Owner Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer, exchange or repayment of the Certificates. The Owner Trustee hereby appoints Citibank, N.A. as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agent. Each Authenticating Agent must (other than Citibank, N.A.) shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. .
(c) An Authenticating Agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be with the Trusteeconsent of the Depositor. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent .
(d) The Depositor shall be appointed unless acceptable to pay the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01, 7.03 and 7.04 shall be applicable to any Authenticating AgentSection 3.13.
(ce) Pursuant to an appointment made under this SectionSection 3.13, the Certificates may have endorsed thereon, in lieu of the Owner Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin mentioned Agreement. Datedas Owner Trustee By: [NAME OF AUTHENTICATING AGENT] Authorized Officer as Authenticating Agent for the Owner Trustee, By: --------------------------------- Authorized Officer"
Appears in 2 contracts
Sources: Trust Agreement (Hyundai Auto Receivables Trust 2025-A), Trust Agreement (Hyundai Auto Receivables Trust 2025-A)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such Certificates in connection with the issuance, delivery and registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee and to the Depositor. The Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the Depositor, the Trustee promptly may appoint a successor Authenticating Agent which may be the Trustee. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01, 7.03 and 7.04 shall be applicable to any Authenticating Agent.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms and the related Supplement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, By: --------------------------------- ----------------------- Authorized Officer"
Appears in 2 contracts
Sources: Series Supplement (Merrill Lynch Depositor Inc Pplus Trust Series CMT-1), Series Supplement (Merrill Lynch Depositor Inc Pplus Trust Series CMT-1)
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series which shall be authorized to act on behalf of the Owner Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer, exchange or repayment of the Certificates. The Owner Trustee hereby appoints Citibank, N.A. as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agent. Each Authenticating Agent must (other than Citibank, N.A.) shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. .
(c) An Authenticating Agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be with the Trusteeconsent of the Depositor. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent .
(d) The Depositor shall be appointed unless acceptable to pay the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this SectionSection 3.13. The provisions of Sections 7.01, 7.03 16 (2026-B Amended and 7.04 shall be applicable to any Authenticating Agent.Restated Trust Agreement)
(ce) Pursuant to an appointment made under this SectionSection 3.13, the Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin mentioned Agreement. Datedas Owner Trustee By: [NAME OF AUTHENTICATING AGENT] Authorized Officer as Authenticating Agent for the Owner Trustee, By: --------------------------------- Authorized Officer"
Appears in 2 contracts
Sources: Trust Agreement (Hyundai Auto Receivables Trust 2026-B), Trust Agreement (Hyundai Auto Receivables Trust 2026-B)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such Certificatesthe Certificates (the "Authenticating Agent"). Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the DepositorSeller and the [Credit Enhancer]. Notwithstanding anything contained herein to The Trustee is hereby appointed as the contrary, the appointment of an initial Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust AgreementAgent.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Trustee or such Authenticating Agent. An .
(c) Any Authenticating Agent may at any time resign by giving written notice of resignation to the Trustee and to the DepositorSeller. The Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the DepositorSeller. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the DepositorSeller or the [Credit Enhancer], the Trustee promptly may appoint a successor Authenticating Agent which may be the TrusteeAgent. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, hereunder with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Depositor. Trustee, the Seller and the [Credit Enhancer].
(d) The Trustee agrees to pay to each Authenticating Agent from its own funds from time to time reasonable compensation for its services under this Section. Section 6.2B.
(e) The provisions of Sections 7.01, 7.03 10.4 and 7.04 10.5 shall be applicable to any Authenticating Agent.
(cf) Pursuant to an appointment made under this SectionSection 6.2B, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms Pooling and the related SupplementServicing Agreement. Dated: [NAME OF AUTHENTICATING AGENT[ ] as Authenticating Agent for the Trustee, By: --------------------------------- By Authorized Officer"Signatory]]
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (Consumer Portfolio Services Inc), Pooling and Servicing Agreement (Consumer Portfolio Services Inc)
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series which shall be authorized to act on behalf of the Owner Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer, exchange or repayment of the Certificates. The Owner Trustee hereby appoints Citibank, N.A. as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agent. Each Authenticating Agent must (other than Citibank, N.A.) shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. .
(c) An Authenticating Agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be with the Trusteeconsent of the Depositor. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent .
(d) The Depositor shall be appointed unless acceptable to pay the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this SectionSection 3.13. The provisions of Sections 7.01, 7.03 16 (2026-A Amended and 7.04 shall be applicable to any Authenticating Agent.Restated Trust Agreement)
(ce) Pursuant to an appointment made under this SectionSection 3.13, the Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin mentioned Agreement. Datedas Owner Trustee By: [NAME OF AUTHENTICATING AGENT] Authorized Officer as Authenticating Agent for the Owner Trustee, By: --------------------------------- Authorized Officer"
Appears in 2 contracts
Sources: Trust Agreement (Hyundai Auto Receivables Trust 2026-A), Trust Agreement (Hyundai Auto Receivables Trust 2026-A)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series Securities which shall be authorized to act on behalf of the Trustee in authenticating such Certificates the Securities in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such Certificatesthe Securities. Whenever reference is made in this Trust Agreement to the authentication of Certificates Securities by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent authenticating agent must be acceptable to the Depositor. Notwithstanding anything contained herein to Transferor and the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust AgreementServicer.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agentauthenticating agent. An Authenticating Agent authenticating agent may at any time resign by giving notice of resignation to the Trustee and to the DepositorTransferor. The Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Trustee or the DepositorTransferor, the Trustee promptly may appoint a successor Authenticating Agent which may be the Trusteeauthenticating agent. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agentauthenticating agent. No successor Authenticating Agent authenticating agent shall be appointed unless acceptable to the DepositorTrustee and the Transferor. The Trustee Transferor agrees to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.0111.1, 7.03 11.2 and 7.04 11.3 shall be applicable to any Authenticating Agentauthenticating agent.
(c) Pursuant to an appointment made under this Section, the Certificates Securities may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates Securities described in the Standard Terms Pooling and the related SupplementServicing Agreement. Dated: [NAME OF AUTHENTICATING AGENT] ____________________________ ____________________________ as Authenticating Agent for the Trustee, By: --------------------------------- By _________________________ Authorized Officer"Officer Section 6.10
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (Partners First Credit Card Master Trust), Pooling and Servicing Agreement (Partners First Receivables Funding Corp)
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series which shall be authorized to act on behalf of the Owner Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer, exchange or repayment of the Certificates. The Owner Trustee hereby appoints Citibank, N.A. as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agent. Each Authenticating Agent must (other than Citibank, N.A.) shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. .
(c) An Authenticating Agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be with the Trusteeconsent of the Depositor. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent .
(d) The Depositor shall be appointed unless acceptable to pay the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this SectionSection 3.13. The provisions of Sections 7.01, 7.03 16 (2025-D Amended and 7.04 shall be applicable to any Authenticating Agent.Restated Trust Agreement)
(ce) Pursuant to an appointment made under this SectionSection 3.13, the Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin mentioned Agreement. Datedas Owner Trustee By: [NAME OF AUTHENTICATING AGENT] Authorized Officer as Authenticating Agent for the Owner Trustee, By: --------------------------------- Authorized Officer"
Appears in 2 contracts
Sources: Trust Agreement (Hyundai Auto Receivables Trust 2025-D), Trust Agreement (Hyundai Auto Receivables Trust 2025-D)
Authenticating Agent. (a) The Trustee with the prior consent of the Depositor may appoint one or more Authenticating Agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such Certificates in connection with the issuance, delivery and registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the DepositorDepositor and the Administrative Agent, if any. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 5.15 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee and to the Depositor. The Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the Depositor, the Trustee promptly may appoint a successor Authenticating Agent which may be the TrusteeAgent. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Administrative Agent, if any, and the Depositor. The Trustee Depositor agrees to pay to each Authenticating Agent for whom its consent has been given from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01Section 8.1, 7.03 8.2 and 7.04 8.3 shall be applicable to any Authenticating Agent.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms Trust Agreement and the related Series Supplement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, By: --------------------------------- Authorized Officer"Signatory
Appears in 2 contracts
Sources: Trust Agreement (Fixed Income Trust for Prudential Financial, Inc. Notes, Series 2012-1), Trust Agreement (Fixed Income Trust for Goldman Sachs Subordinated Notes, Series 2011-1)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such Certificates in connection with the issuance, delivery and registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the DepositorDepositor and the Administrative Agent, if any. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 5.15 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee and to the Depositor. The Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the Depositor, the Trustee promptly may appoint a successor Authenticating Agent which may be the TrusteeAgent. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Administrative Agent, if any, and the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01Section 8.1, 7.03 8.2 and 7.04 8.3 shall be applicable to any Authenticating Agent.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms Trust Agreement and the related Series Supplement. Dated: [NAME OF AUTHENTICATING AGENT] ______________________________________ ______________________________________ as Authenticating Agent for the Trustee, By: --------------------------------- ____________________________________ Authorized Officer"Signatory
Appears in 2 contracts
Sources: Base Trust Agreement (Structured Products Corp), Base Trust Agreement (Structured Products Corp)
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series which shall be authorized to act on behalf of the Owner Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer, exchange or repayment of the Certificates. The Owner Trustee hereby appoints Citibank, N.A. as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agent. Each Authenticating Agent must (other than Citibank, N.A.) shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. .
(c) An Authenticating Agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be with the Trusteeconsent of the Depositor. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent .
(d) The Depositor shall be appointed unless acceptable to pay the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this SectionSection 3.13. The provisions of Sections 7.01, 7.03 16 (2018-B Amended and 7.04 shall be applicable to any Authenticating Agent.Restated Trust Agreement)
(ce) Pursuant to an appointment made under this SectionSection 3.13, the Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin mentioned Agreement. Datedas Owner Trustee By: [NAME OF AUTHENTICATING AGENT] Authorized Officer as Authenticating Agent for the Owner Trustee, By: --------------------------------- Authorized Officer"
Appears in 2 contracts
Sources: Trust Agreement (Hyundai Auto Receivables Trust 2018-B), Trust Agreement (Hyundai Auto Receivables Trust 2018-B)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents authenticating agents (each, each an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such the Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release Any authenticating agent appointed by the Trustee from shall require the dutiesconsent of the Seller, obligations, responsibilities or liabilities arising under this Trust Agreementwhich consent may not be unreasonably withheld.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power paper or any further act on the part of the Trustee or such Authenticating Agent. authenticating agent.
(c) An Authenticating Agent authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the DepositorSeller. The Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the DepositorSeller. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Trustee or the DepositorSeller, the Trustee promptly may appoint a successor Authenticating Agent which may be authenticating agent with the Trusteeconsent of the Seller. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agentauthenticating agent. No Any successor Authenticating Agent authenticating agent appointed by the Trustee shall require the consent of the Seller, which consent may not be appointed unless acceptable to unreasonably withheld.
(d) The Servicer shall pay the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01, 7.03 and 7.04 shall be applicable to any Authenticating AgentSection 5.12.
(ce) Pursuant to an appointment made under this SectionSection 5.12, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described certificates referred to in the Standard Terms and the related Supplementwithin mentioned Agreement. Dated---------------------------------- , as Trustee By: [NAME OF AUTHENTICATING AGENT] ------------------------------- Authorized Signatory or ---------------------------------- as Authenticating Agent for the Trustee, By: --------------------------------- ------------------------------- Authorized Officer"Signatory
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Onyx Acceptance Grantor Trust 1998-1)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such Certificates in connection with the issuance, delivery and registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the DepositorDepositor and the Administrative Agent, if any. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 5.15 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee and to the Depositor. The Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the Depositor, the Trustee promptly may appoint a successor Authenticating Agent which may be the TrusteeAgent. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Administrative Agent, if any, and the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01Section 8.1, 7.03 8.2 and 7.04 8.3 shall be applicable to any Authenticating Agent.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms Trust Agreement and the related Series Supplement. Dated: [NAME OF AUTHENTICATING AGENT] ---------------------------- ---------------------------- as Authenticating Agent for the Trustee, By: --------------------------------- ------------------------- Authorized Officer"Signatory
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint any one or more Authenticating Agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such the Certificates in connection with the issuance, delivery and registration of or transfer or exchange of such the Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate unit of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing filling of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee and to the Depositor. The Trustee may at any time terminate the agency of an Authenticating Agent by giving signing and delivering a written notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the Depositor, the Trustee promptly may appoint a successor Authenticating Agent. Subsequent to any such removal or resignation of the Authenticating Agent, the Trustee shall act as Authenticating Agent which may be the Trusteeuntil a successor Authenticating Agent, if any, is appointed. Any successor Authenticating Agent Agent, upon acceptance of its appointment hereunder hereunder, shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Depositor. .
(c) The Trustee Depositor agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. Section 5.10.
(d) The provisions provision of Sections 7.018.01, 7.03 8.02 and 7.04 8.03 shall be applicable to any Authenticating Agent.
(ce) Pursuant to an appointment made under this SectionSection 5.10, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "“This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin-mentioned Trust Agreement. Dated: [NAME OF AUTHENTICATING AGENT] _________________________ as Authenticating Agent for the Trustee, By: --------------------------------- By ________________________ Authorized Officer"Signatory”
Appears in 1 contract
Authenticating Agent. (a) The Indenture Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series which shall Notes. Any authenticating agent will be authorized to act on behalf of the Indenture Trustee in authenticating such Certificates the Notes in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such Certificatesthe Notes. Whenever reference is made in this Trust Agreement Indenture to the authentication of Certificates Notes by the Indenture Trustee or the Indenture Trustee's certificate of authentication, such reference shall will be deemed to include authentication on behalf of the Indenture Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Indenture Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent authenticating agent, including any successor authenticating agent, must be acceptable to the Depositor. Notwithstanding anything contained herein to Issuer and the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust AgreementServicer.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall an authenticating agent will continue to be an Authenticating Agent authenticating agent without the execution or filing of any power or any further act on the part of the Indenture Trustee or such Authenticating Agent. authenticating agent.
(c) An Authenticating Agent authenticating agent may at any time resign by giving written notice of resignation to the Indenture Trustee and to the DepositorIssuer and the Servicer. The Indenture Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the DepositorIssuer and the Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease authenticating agent ceases to be acceptable to the Indenture Trustee or to the DepositorIssuer and the Servicer, the Indenture Trustee may promptly may appoint a successor Authenticating Agent which may be the Trusteeauthenticating agent. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall will become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to authenticating agent.
(d) The Issuer hereby appoints the Depositor. Indenture Trustee as initial authentication agent, and the Indenture Trustee hereby accepts such appointment.
(e) The Trustee Issuer agrees to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this Section. .
(f) The provisions of Sections 7.01, 7.03 6.01 and 7.04 shall be 6.04 are applicable to any Authenticating Agentauthenticating agent.
(cg) Pursuant to an appointment made under this Section, the Certificates Notes may have endorsed thereon, in lieu of or in addition to the Indenture Trustee's certificate of authentication, an alternate alternative certificate of authentication in substantially the following form: "This is one of the Certificates Notes of the Series, Class or tranche described therein and referred to in the Standard Terms and the related Supplementwithin-mentioned Indenture. Dated: [NAME OF AUTHENTICATING AGENT] __________________________________ as Authenticating Agent for the Trustee, Indenture Trustee By: --------------------------------- :_______________________________ Authorized OfficerSignatory"
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents authenticating agents (each, each an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such the Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release Any authenticating agent appointed by the Trustee from shall require the dutiesconsent of the Seller, obligations, responsibilities or liabilities arising under this Trust Agreementwhich consent may not be unreasonably withheld.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power paper or any further act on the part of the Trustee or such Authenticating Agent. authenticating agent.
(c) An Authenticating Agent authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the DepositorSeller. The Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the DepositorSeller. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Trustee or the DepositorSeller, the Trustee promptly may appoint a successor Authenticating Agent which may be authenticating agent with the Trusteeconsent of the Seller. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agentauthenticating agent. No Any successor Authenticating Agent authenticating agent appointed by the Trustee shall require the consent of the Seller, which consent may not be appointed unless acceptable to unreasonably withheld.
(d) The Servicer shall pay the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01, 7.03 and 7.04 shall be applicable to any Authenticating AgentSection 5.12.
(ce) Pursuant to an appointment made under this SectionSection 5.12, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described certificates referred to in the Standard Terms and the related Supplementwithin mentioned Agreement. Dated: [NAME OF AUTHENTICATING AGENT] _____________________________, as Authenticating Agent for the Trustee, Trustee By: --------------------------------- :__________________________ Authorized Officer"Signatory
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Onyx Acceptance Grantor Trust 1997-4)
Authenticating Agent. (a) The Trustee may appoint any one or more Authenticating Agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such the Certificates in connection with the issuance, delivery and registration of or transfer or exchange of such the Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate unit of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be reasonably acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing filling of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee and to the Depositor. The Trustee may at any time terminate the agency of an Authenticating Agent by giving signing and delivering a written notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the Depositor, the Trustee promptly may appoint a successor Authenticating Agent. Subsequent to any such removal or resignation of the Authenticating Agent, the Trustee shall act as Authenticating Agent which may be the Trusteeuntil a successor Authenticating Agent, if any, is appointed. Any successor Authenticating Agent Agent, upon acceptance of its appointment hereunder hereunder, shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Depositor. .
(c) The Trustee Depositor agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. Section 5.10.
(d) The provisions provision of Sections 7.018.01, 7.03 8.02 and 7.04 8.03 shall be applicable to any Authenticating Agent.
(ce) Pursuant to an appointment made under this SectionSection 5.10, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "“This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin-mentioned Trust Agreement. Dated: [NAME OF AUTHENTICATING AGENT] _________________________ as Authenticating Agent for the Trustee, By: --------------------------------- ________________________ Authorized Officer"Signatory”
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such Certificates in connection with the issuance, delivery and registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the DepositorTrustor and the Administrative Agent, if any. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 5.15 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee and to the DepositorTrustor. The Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the DepositorTrustor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the DepositorTrustor, the Trustee promptly may appoint a successor Authenticating Agent which may be the TrusteeAgent. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the DepositorAdministrative Agent, if any, and the Trustor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01Section 8.1, 7.03 8.2 and 7.04 8.3 shall be applicable to any Authenticating Agent.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms Trust Agreement and the related Series Supplement. Dated: [NAME OF AUTHENTICATING AGENT] ---------------------------------------- as Authenticating Agent for the Trustee, By: --------------------------------- ------------------------------------- Authorized Officer"Signatory
Appears in 1 contract
Sources: Base Trust Agreement (Synthetic Fixed Income Securities Inc)
Authenticating Agent. (a) The Indenture Trustee may appoint one or more Authenticating Agents authenticating agents (each, an "Authenticating Agent") with respect to the Certificates of any Series Notes which shall be authorized to act on behalf of the Indenture Trustee in authenticating such Certificates the Notes in connection with the issuance, delivery and delivery, registration of transfer, exchange or repayment of the Notes. The Indenture Trustee hereby appoints Chase as Authenticating Agent for the authentication of the Notes upon any registration of transfer or exchange of such CertificatesNotes. Whenever reference is made in this Trust Agreement Indenture to the authentication of Certificates the Notes by the Indenture Trustee or the Indenture Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Indenture Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Indenture Trustee by an Authenticating Agent. Each Authenticating Agent must Agent, other than Chase, shall be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust AgreementIssuer.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Indenture Trustee or such Authenticating Agent. .
(c) An Authenticating Agent may at any time resign by giving written notice of resignation to the Indenture Trustee and to the DepositorIssuer. The Indenture Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the DepositorIssuer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Indenture Trustee or the DepositorIssuer, the Indenture Trustee promptly may appoint a successor Authenticating Agent which may be with the Trusteeconsent of the Issuer. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Depositor. Issuer.
(d) The Trustee agrees to Servicer shall pay to each the Authenticating Agent from time to time reasonable compensation for its services under this Section. Section 2.13.
(e) The provisions of Sections 7.016.1, 7.03 6.2, 6.3, 6.4, 6.7 and 7.04 6.9 shall be applicable applicable, mutatis mutandis, to any Authenticating Agent.
(cf) Pursuant to an appointment made under this SectionSection 2.13, the Certificates Notes may have endorsed thereon▇▇▇▇▇▇▇, in lieu of the Indenture Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described Notes referred to in the Standard Terms and the related Supplementwithin mentioned Indenture. Dated------------------------------------- as Indenture Trustee By: [NAME OF AUTHENTICATING AGENT] ----------------------------------- Authorized Officer or ------------------------------------- as Authenticating Agent for the Indenture Trustee, By: --------------------------------- ------------------------------------- Authorized Officer"
Appears in 1 contract
Sources: Indenture (Chase Manhattan Bank Usa)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such Certificates in connection with the issuance, delivery and registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement these Standard Terms to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the DepositorDepositor and the Administrative Agent, if any. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 5.15 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreementthese Standard Terms.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee and to the Depositor. The Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the Depositor, the Trustee promptly may appoint a successor Authenticating Agent which may be the TrusteeAgent. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Administrative Agent, if any, and the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01Section 8.1, 7.03 8.2 and 7.04 8.3 shall be applicable to any Authenticating Agent.
(c) Pursuant to an appointment made under this SectionSection 5.15, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms for Trust Agreements and the related Series Supplement. Dated: [NAME OF AUTHENTICATING AGENT] ________________________________________ as Authenticating Agent for the Trustee, By: --------------------------------- Authorized Officer",
Appears in 1 contract
Sources: Trust Agreement (CSFB Asset Repackaging Depositor LLC)
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series and the Class R Certificate which shall be authorized to act on behalf of the Owner Trustee in authenticating such the Certificates and the Class R Certificate in connection with the issuance, delivery delivery, registration of transfer, exchange or repayment of the Certificates and the Class R Certificate. The Owner Trustee hereby appoints JPMorgan Chase Bank as Authenticating Agent for the authentication of Certificates and the Class R Certificate upon any issuance or registration of transfer or exchange of such Certificatesthe Certificates or the Class R Certificate. Whenever reference is made in this Trust Agreement to the authentication of Certificates or the Class R Certificate by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent must authenticating agent (other than JPMorgan Chase Bank) shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. authenticating agent.
(c) An Authenticating Agent authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be authenticating agent with the Trusteeconsent of the Depositor. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent authenticating agent.
(d) The Depositor shall be appointed unless acceptable to pay the Depositor. The Trustee agrees to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this Section. Section 3.13.
(e) The provisions of Sections 7.017.1, 7.03 7.3, 7.4, 7.6, 8.1 and 7.04 8.2 shall be applicable to any Authenticating Agentauthenticating agent.
(cf) Pursuant to an appointment made under this SectionSection 3.13, the Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin mentioned Agreement. Dated---------------------------, as Owner Trustee By: [NAME OF AUTHENTICATING AGENT] ---------------------------- Authorized Officer or ---------------------------- as Authenticating Agent for the Owner Trustee, By: --------------------------------- ---------------------------- Authorized Officer"
Appears in 1 contract
Sources: Trust Agreement (Chase Manhattan Auto Owner Trust 2002-B)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such the Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of 51 authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent authenticating agent must be acceptable to the DepositorSellers and the Servicer. Notwithstanding anything contained herein to the contraryThe initial authenticating agent shall be Citibank, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.N.A.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agentauthenticating agent. An Authenticating Agent authenticating agent may at any time resign by giving notice of resignation to the Trustee and to the DepositorSellers. The Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the DepositorSellers. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Trustee or the DepositorSellers, the Trustee promptly may appoint a successor Authenticating Agent which may be the Trusteeauthenticating agent. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agentauthenticating agent. No successor Authenticating Agent authenticating agent shall be appointed unless acceptable to the DepositorTrustee and the Sellers. The Trustee agrees Sellers agree to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.0111.01, 7.03 11.02 and 7.04 11.03 shall be applicable to any Authenticating Agentauthenticating agent.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms Pooling and the related SupplementServicing Agreement. Dated: [NAME OF AUTHENTICATING AGENT] ----------------------------- ----------------------------- as Authenticating Agent for the Trustee, By: --------------------------------- By __________________________ Authorized Officer"
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Citibank South Dakota N A)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such Certificates in connection with the issuance, delivery and registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee and to the Depositor. The Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the Depositor, the Trustee promptly may appoint a successor Authenticating Agent which may be the Trustee. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01, 7.03 and 7.04 shall be applicable to any Authenticating Agent.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms and the related Supplement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, By: --------------------------------- :______________________ Authorized Officer"
Appears in 1 contract
Authenticating Agent. (a) The Indenture Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series Notes which shall be authorized to act on behalf of the Indenture Trustee in authenticating such Certificates the Notes in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such Certificatesthe Notes. Whenever reference is made in this Trust Agreement Indenture to the authentication of Certificates Notes by the Indenture Trustee or the Indenture Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Indenture Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Indenture Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent authenticating agent must be acceptable to the Depositor. Notwithstanding anything contained herein to Issuer and the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust AgreementServicer.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power or any further act on the part of the Indenture Trustee or such Authenticating Agent. authenticating agent.
(c) An Authenticating Agent authenticating agent may at any time resign by giving written notice of resignation to the Trustee Indenture Trustee, the Issuer and to the DepositorServicer. The Indenture Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the DepositorIssuer and the Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Indenture Trustee or the DepositorIssuer and the Servicer, the Indenture Trustee may promptly may appoint a successor Authenticating Agent which may be the Trusteeauthenticating agent. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agentauthenticating agent. No successor Authenticating Agent authenticating agent shall be appointed unless acceptable to the Depositor. Issuer and the Servicer.
(d) The Trustee Issuer agrees to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this Section. .
(e) The provisions of Sections 7.01, 7.03 6.01 and 7.04 6.04 shall be applicable to any Authenticating Agentauthenticating agent.
(cf) Pursuant to an appointment made under this Section, the Certificates Notes may have endorsed thereon, in lieu of or in addition to the Indenture Trustee's certificate of authentication, an alternate alternative certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms and the related Supplement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, By: --------------------------------- Authorized Officer":
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents authenticating agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series Series, which shall be authorized to act on behalf of the Trustee in authenticating such Certificates in connection with the issuance, delivery and registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee and to the Depositor. The Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the Depositor, the Trustee promptly may appoint a successor Authenticating Agent which may be the TrusteeAgent. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections Section 7.01, 7.03 and 7.04 shall be applicable to any Authenticating Agent.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: "“This is one of the Certificates described in the Standard Terms and the related Series Supplement. Dated: [NAME OF AUTHENTICATING AGENT] __________________ ______________________________ as Authenticating Agent for the Trustee, By: --------------------------------- Authorized Officer"By _____________________________”
Appears in 1 contract
Authenticating Agent. (a) The Indenture Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series Notes which shall be authorized to act on behalf of the Indenture Trustee in authenticating such Certificates the Notes in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such Certificatesthe Notes. Whenever reference is made in this Trust Agreement Indenture to the authentication of Certificates Notes by the Indenture Trustee or the Indenture Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Indenture Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Indenture Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent authenticating agent must be acceptable to the Depositor. Notwithstanding anything contained herein to Issuer and the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust AgreementServicer.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power or any further act on the part of the Indenture Trustee or such Authenticating Agent. authenticating agent.
(c) An Authenticating Agent authenticating agent may at any time resign by giving written notice of resignation to the Trustee Indenture Trustee, the Issuer and to the DepositorServicer. The Indenture Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the DepositorIssuer and the Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Indenture Trustee or the DepositorIssuer and the Servicer, the Indenture Trustee may promptly may appoint a successor Authenticating Agent which may be the Trusteeauthenticating agent. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agentauthenticating agent. No successor Authenticating Agent authenticating agent shall be appointed unless acceptable to the Depositor. Issuer and the Servicer.
(d) The Trustee Issuer agrees to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this Section. .
(e) The provisions of Sections 7.01, 7.03 6.01 and 7.04 6.04 shall be applicable to any Authenticating Agentauthenticating agent.
(cf) Pursuant to an appointment made under this Section, the Certificates Notes may have endorsed thereon, in lieu of or in addition to the Indenture Trustee's certificate of authentication, an alternate alternative certificate of authentication in substantially the following form: "This is one of the Certificates Notes described in the Standard Terms and the related Supplementwithin-mentioned Agreement. Dated: [NAME OF AUTHENTICATING AGENT] ____________________________ ____________________________ as Authenticating Agent for the Trustee, Indenture Trustee By: --------------------------------- ________________________ Authorized Officer"Signatory
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or -------------------- more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such the Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent authenticating agent must be acceptable to the Depositor. Notwithstanding anything contained herein to Sellers and the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust AgreementServicer.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agentauthenticating agent. An Authenticating Agent authenticating agent may at any time resign by giving notice of resignation to the Trustee and to the DepositorSellers. The Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the DepositorSellers. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Trustee or the Depositora Seller, the Trustee promptly may appoint a successor Authenticating Agent which may be the Trusteeauthenticating agent. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agentauthenticating agent. No successor Authenticating Agent authenticating agent shall be appointed unless acceptable to the DepositorTrustee and the Sellers. The Trustee agrees Sellers agree to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this SectionSection 6.09. The provisions of Sections 7.0111.01, 7.03 11.02 and 7.04 11.03 shall be applicable to any Authenticating Agentauthenticating agent.
(c) Pursuant to an appointment made under this SectionSection 6.09, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms Pooling and the related SupplementServicing Agreement. Dated: [NAME OF AUTHENTICATING AGENT] ----------------------------------------- ----------------------------------------- as Authenticating Agent for the Trustee, By: --------------------------------- Trustee by --------------------------------------- Authorized Officer"
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such Certificatesthe Certificates (the "Authenticating Agent"). Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the DepositorSeller and the Certificate Insurer. Notwithstanding anything contained herein to The Trustee is hereby appointed as the contrary, the appointment of an initial Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust AgreementAgent.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Trustee or such Authenticating Agent. An .
(c) Any Authenticating Agent may at any time resign by giving written notice of resignation to the Trustee and to the DepositorSeller. The Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the DepositorSeller. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the DepositorSeller or the Certificate Insurer, the Trustee promptly may appoint a successor Authenticating Agent which may be the TrusteeAgent. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, hereunder with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Depositor. Trustee, the Seller and the Certificate Insurer.
(d) The Trustee agrees to pay to each Authenticating Agent from its own funds from time to time reasonable compensation for its services under this Section. Section 6.2B.
(e) The provisions of Sections 7.01, 7.03 10.4 and 7.04 10.5 shall be applicable to any Authenticating Agent.
(cf) Pursuant to an appointment made under this SectionSection 6.2B, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms Pooling and the related SupplementServicing Agreement. Dated: [NAME OF AUTHENTICATING AGENT[ ] as Authenticating Agent for the Trustee, By: --------------------------------- By Authorized Officer"Signatory
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Consumer Portfolio Services Inc)
Authenticating Agent. (a) The Trustee Indenture Trustee, at the expense of the Servicer, may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series Notes which shall be authorized to act on behalf of the Indenture Trustee in authenticating such Certificates the Notes in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such Certificatesthe Notes. Whenever reference is made in this Trust Agreement Indenture to the authentication of Certificates Notes by the Indenture Trustee or the Indenture Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Indenture Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Indenture Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent authenticating agent must be acceptable to the Depositor. Notwithstanding anything contained herein to Issuer and the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust AgreementServicer.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power or any further act on the part of the Indenture Trustee or such Authenticating Agent. authenticating agent.
(c) An Authenticating Agent authenticating agent may at any time resign by giving written notice of resignation to the Trustee Indenture Trustee, the Issuer and to the DepositorServicer. The Indenture Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the DepositorIssuer and the Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Indenture Trustee or the DepositorIssuer and the Servicer, the Indenture Trustee may promptly may appoint a successor Authenticating Agent which may be the Trusteeauthenticating agent. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agentauthenticating agent. No successor Authenticating Agent authenticating agent shall be appointed unless acceptable to the Depositor. Issuer and the Servicer.
(d) The Trustee Issuer agrees to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this Section. Section 2.4.
(e) The provisions of Sections 7.01, 7.03 6.1 and 7.04 6.4 shall be applicable to any Authenticating Agentauthenticating agent.
(cf) Pursuant to an appointment made under this SectionSection 2.4, the Certificates Notes may have endorsed thereon, in lieu of or in addition to the Indenture Trustee's certificate of authentication, an alternate alternative certificate of authentication in substantially the following form: "This is one of the Certificates Notes described in the Standard Terms and the related Supplementwithin-mentioned Indenture. Dated: [NAME OF AUTHENTICATING AGENT] --------------------------- --------------------------- as Authenticating Agent for the Trustee, Indenture Trustee By: --------------------------------- --------------------------- Authorized OfficerSignatory"
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such Certificates in connection with the issuance, delivery and registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the DepositorDepositor and the Administrative Agent, if any. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 5.15 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee and to the Depositor. The Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the Depositor, the Trustee promptly may appoint a successor Authenticating Agent which may be the TrusteeAgent. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Administrative Agent, if any, and the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01Section 8.1, 7.03 8.2, 8.3 and 7.04 8.9 shall be applicable to any Authenticating Agent.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms Trust Agreement and the related Series Supplement. Dated: [NAME OF AUTHENTICATING AGENT] ____________________________ as Authenticating Agent for the Trustee, By: --------------------------------- __________________________ Authorized Officer"Signatory
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such the Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent authenticating agent must be acceptable to the Depositor. Notwithstanding anything contained herein to Seller and the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust AgreementServicer.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power paper or any further act on the part of the Trustee or such Authenticating Agent. authenticating agent.
(c) An Authenticating Agent authenticating agent may at any time resign by giving written notice of resignation to the Trustee Trustee, the Seller and to the DepositorServicer. The Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent and authenticating agent to the DepositorSeller and the Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Trustee or Trustee, the DepositorSeller and the Servicer, the Trustee promptly may appoint a successor Authenticating Agent which may be the Trusteeauthenticating agent. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agentauthenticating agent. No successor Authenticating Agent authenticating agent shall be appointed unless acceptable to the Depositor. Trustee, the Seller and the Servicer.
(d) The Trustee Seller agrees to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this Section. Section 6.14.
(e) The provisions of Sections 7.0111.01, 7.03 11.02 and 7.04 11.03 shall be applicable to any Authenticating Agentauthenticating agent.
(cf) Pursuant to an appointment made under this SectionSection 16.14, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication Authentication in substantially the following form: "Certificate of Authentication This is one of the Certificates described in the Standard Terms Pooling and the related SupplementServicing Agreement. Dated: ------------------------------ [NAME OF AUTHENTICATING AGENTName of Authenticating Agent] as Authenticating Agent for the Trustee, By: --------------------------------- By:--------------------------- Authorized Officer"
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Federal Mogul Corp)
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series which shall be authorized to act on behalf of the Owner Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer, exchange or repayment of the Certificates. The Owner Trustee hereby appoints ▇▇▇▇▇ Fargo Bank, National Association as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agent. Each Authenticating Agent must (other than ▇▇▇▇▇ Fargo Bank, National Association) shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. .
(c) An Authenticating Agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be with the Trusteeconsent of the Depositor. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent .
(d) The Depositor shall be appointed unless acceptable to pay the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01, 7.03 and 7.04 shall be applicable to any Authenticating AgentSection 3.13.
(ce) Pursuant to an appointment made under this SectionSection 3.13, the Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin mentioned Agreement. Datedas Owner Trustee By: [NAME OF AUTHENTICATING AGENT] Authorized Officer as Authenticating Agent for the Owner Trustee, By: --------------------------------- Authorized Officer"
Appears in 1 contract
Sources: Trust Agreement (Hyundai Auto Receivables Trust 2010-B)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, each an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such the Certificates. Either the Trustee or the Authenticating Agent, if any, then appointed and acting on behalf of the Trustee shall authenticate the Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be reasonably acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust AgreementNAFCO.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power document or any further act on the part of the Trustee or Trustee, such Authenticating Agent. Agent or any other Person.
(c) An Authenticating Agent may at any time resign by giving written notice of resignation to the Trustee and to the DepositorNAFCO. The Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the DepositorNAFCO. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the DepositorNAFCO, the Trustee may promptly may appoint a successor Authenticating Agent which may be the TrusteeAgent. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Depositor. Trustee and NAFCO.
(d) The Trustee Administrator agrees to pay to each Authenticating Agent (if any), as an expense of the Administrator paid out of the Administration Fee, reasonable compensation from time to time reasonable compensation for its services performed by such Authenticating Agent under this Section. Section 6.08.
(e) The provisions of Sections 7.0111.01, 7.03 11.02, 11.03, 11.04 and 7.04 11.05 shall be applicable to any Authenticating Agent as if the references in the applicable provisions thereof to "the Trustee" were also references to the Authenticating Agent.
(cf) Pursuant to an appointment made under this SectionSection 6.08, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms and the related SupplementSupplement dated as of ___________ __, 199_. Dated_________________________, as Trustee By: [NAME OF AUTHENTICATING AGENT] ------------------------------------------ as Authenticating Agent for the Trustee, By: --------------------------------- ------------------------------------------ Authorized Officer."
Appears in 1 contract
Sources: Pooling and Administration Agreement (National Auto Finance Co Inc)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such Certificates in connection with the issuance, delivery and registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the DepositorDepositor and the Administrative Agent, if any. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 5.15 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee and to the Depositor. The Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the Depositor, the Trustee promptly may appoint a successor Authenticating Agent which may be the TrusteeAgent. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Administrative Agent, if any, and the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01Section 8.1, 7.03 8.2, 8.3 and 7.04 8.9 shall be applicable to any Authenticating Agent.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms Trust Agreement and the related Series Supplement. Dated: [NAME OF AUTHENTICATING AGENT] ---------------------------- ---------------------------- as Authenticating Agent for the Trustee, By: --------------------------------- __________________________ Authorized Officer"Signatory
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint any one or more Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such the Certificates in connection with the issuance, delivery and registration of or transfer or exchange of such the Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate unit of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing filling of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee and to the Depositor. The Trustee may at any time terminate the agency of an Authenticating Agent by giving signing and delivery a written notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the Depositor, the Trustee promptly may appoint a successor Authenticating Agent. Subsequent to any such removal or resignation of the Authenticating Agent, the Trustee shall act as Authenticating Agent which may be the Trusteeuntil a successor Authenticating Agent, if any, is appointed. Any successor Authenticating Agent Agent, upon acceptance of its appointment hereunder hereunder, shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Depositor. .
(c) The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. Section 5.10.
(d) The provisions provision of Sections 7.018.01, 7.03 8.02 and 7.04 8.03 shall be applicable to any Authenticating Agent.
(ce) Pursuant to an appointment made under this SectionSection 5.10, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin-mentioned Trust Agreement. Dated: [NAME OF AUTHENTICATING AGENT] _________________________________________ as Authenticating Agent for the Trustee, By: --------------------------------- _______________________________________ Authorized Officer"Signatory
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents authenticating agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such Certificates in connection with the issuance, delivery and registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee and to the Depositor. The Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the Depositor, the Trustee promptly may appoint a successor Authenticating Agent which may be the TrusteeAgent. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections Section 7.01, 7.03 and 7.04 shall be applicable to any Authenticating Agent.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms and the related Series Supplement". Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, By: --------------------------------- Authorized Officer"______________________________
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such Certificates in connection with the issuance, delivery and registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent to execute and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agentto authenticate Certificates. Each The Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein Depositor and the Servicer and must be a corporation organized and doing business under the laws of the United States of America or any state, having a principal office and place of business in a state and city acceptable to the contraryDepositor and the Servicer, having a combined capital and surplus of at least $15,000,000, authorized under such laws to do a trust business and subject to supervision or examination by federal or state authorities. The Trustee shall serve as the appointment of an initial Authenticating Agent pursuant to this Section 5.14 shall not release and the Trustee hereby accepts such appointment. Any corporation into which the Authenticating Agent may be merged or converted or with which it may be consolidated, or any corporation resulting from any merger, conversion or consolidation to which the dutiesAuthenticating Agent shall be party, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution any corporation succeeding to the corporate agency business of any the Authenticating Agent Agent, shall continue to be an the Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Trustee or such the Authenticating Agent. An The Authenticating Agent may at any time resign by giving at least 30 days' advance written notice of resignation to the Trustee and to Trustee, the Depositor, the Servicer and the Co-Servicer. The Trustee may at any time terminate the agency of an the Authenticating Agent by giving written notice of termination to such the Authenticating Agent Agent, the Depositor and to the DepositorServicer and the Co-Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an the Authenticating Agent shall cease to be acceptable to eligible in accordance with the Trustee or the Depositorprovisions of this Section 3.20, the Trustee promptly may shall appoint a successor Authenticating Agent Agent, which may shall be acceptable to the TrusteeServicer, the Co-Servicer and the Depositor, and shall mail notice of such appointment to all Certificateholders. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers powers, duties and duties responsibilities of its predecessor hereunder, with like effect as if originally named as an Authenticating AgentAgent herein. No successor Authenticating Agent shall be appointed unless acceptable to eligible under the Depositorprovisions of this Section 3.20. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation shall have no responsibility or liability for its services under this Section. The provisions of Sections 7.01, 7.03 and 7.04 shall be applicable to any Authenticating Agent.
(c) Pursuant to an appointment made under this Section, action taken by it as such at the Certificates may have endorsed thereon, in lieu direction of the Trustee's certificate of authentication, . Any reasonable compensation paid to the Authenticating Agent shall be an alternate certificate of authentication in substantially the following form: "This is one unreimbursable expense of the Certificates described in the Standard Terms and the related Supplement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, By: --------------------------------- Authorized Officer".
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Capco America Securitization Corp)
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series Certificate which shall be authorized to act on behalf of the Owner Trustee in authenticating such Certificates the Certificate in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such Certificatesthe Certificate. Whenever reference is made in this Trust Agreement to the authentication of Certificates the Certificate by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent must authenticating agent shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. authenticating agent.
(c) An Authenticating Agent authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be authenticating agent with the Trusteeconsent of the Depositor. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent authenticating agent.
(d) The Depositor shall be appointed unless acceptable to pay the Depositor. The Trustee agrees to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this Section. Section 3.6.
(e) The provisions of Sections 7.016.1, 7.03 6.3, 6.4, 6.6, 7.1 and 7.04 7.2 shall be applicable to any Authenticating Agentauthenticating agent.
(cf) Pursuant to an appointment made under this SectionSection 3.6, the Certificates Certificate may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described Certificate referred to in the Standard Terms and within mentioned Trust Agreement. or WILMINGTON TRUST COMPANY WILMINGTON TRUST COMPANY not in its individual capacity not in its individual capacity but solely as Owner Trustee for the related Supplement. Dated: [NAME OF AUTHENTICATING AGENT] but solely as Owner Trustee for the ▇▇▇▇▇ ▇▇▇▇▇ Credit Card Owner Trust 2000-3 Credit Card Owner Trust 2000-3 By:_____________________________ Authenticating Agent for the Trustee, By: --------------------------------- :_____________________________ By:_____________________________ Authorized Officer"Signatory Authorized Signatory
Appears in 1 contract
Sources: Trust Agreement (Chase Manhattan Bank Chase Credit Card Owner Trust 2000 3)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such Certificates in connection with the issuance, delivery and registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 5.13 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee and to the Depositor. The Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the Depositor, the Trustee promptly may appoint a successor Authenticating Agent which may be the TrusteeAgent. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the DepositorDespositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections Section 7.01, 7.03 and 7.04 shall be applicable to any Authenticating Agent.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms and the related Series Supplement. Dated: [NAME OF AUTHENTICATING AGENT] ----------------------------------------- ----------------------------------------- as Authenticating Agent for the Trustee, By: --------------------------------- Authorized Officer"By ---------------------------------------
Appears in 1 contract
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series and the Class R Certificate which shall be authorized to act on behalf of the Owner Trustee in authenticating such the Certificates and the Class R Certificate in connection with the issuance, delivery delivery, registration of transfer, exchange or repayment of the Certificates and the Class R Certificate. The Owner Trustee hereby appoints JPMorgan Chase as Authenticating Agent for the authentication of Certificates and the Class R Certificate upon any issuance or registration of transfer or exchange of such Certificatesthe Certificates or the Class R Certificate. Whenever reference is made in this Trust Agreement to the authentication of Certificates or the Class R Certificate by the Owner Trustee or the Owner Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent must authenticating agent (other than JPMorgan Chase) shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. authenticating agent.
(c) An Authenticating Agent authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be authenticating agent with the Trusteeconsent of the Depositor. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent authenticating agent.
(d) The Depositor shall be appointed unless acceptable to pay the Depositor. The Trustee agrees to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this Section. Section 3.13.
(e) The provisions of Sections 7.017.1, 7.03 7.3, 7.4, 7.6, 8.1 and 7.04 8.2 shall be applicable to any Authenticating Agentauthenticating agent.
(cf) Pursuant to an appointment made under this SectionSection 3.13, the Certificates may have endorsed thereon, in lieu of the Owner Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin mentioned Agreement. Dated, By: [NAME OF AUTHENTICATING AGENT] Authorized Officer as Authenticating Agent for the Owner Trustee, By: --------------------------------- Authorized Officer"
Appears in 1 contract
Sources: Trust Agreement (JPMorgan Chase Bank, National Association)
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series and the Class R Certificate which shall be authorized to act on behalf of the Owner Trustee in authenticating such the Certificates and the Class R Certificate in connection with the issuance, delivery delivery, registration of transfer, exchange or repayment of the Certificates and the Class R Certificate. The Owner Trustee hereby appoints JPMorgan Chase as Authenticating Agent for the authentication of Certificates and the Class R Certificate upon any issuance or registration of transfer or exchange of such Certificatesthe Certificates or the Class R Certificate. Whenever reference is made in this Trust Agreement to the authentication of Certificates or the Class R Certificate by the Owner Trustee or the Owner Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent must authenticating agent (other than JPMorgan Chase) shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. authenticating agent.
(c) An Authenticating Agent authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be authenticating agent with the Trusteeconsent of the Depositor. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent authenticating agent.
(d) The Depositor shall be appointed unless acceptable to pay the Depositor. The Trustee agrees to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this Section. Section 3.13.
(e) The provisions of Sections 7.017.1, 7.03 7.3, 7.4, 7.6, 8.1 and 7.04 8.2 shall be applicable to any Authenticating Agentauthenticating agent.
(cf) Pursuant to an appointment made under this SectionSection 3.13, the Certificates may have endorsed thereon, in lieu of the Owner Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin mentioned Agreement. Dated, as Owner Trustee By: [NAME OF AUTHENTICATING AGENT] Authorized Officer , as Authenticating Agent for the Owner Trustee, By: --------------------------------- Authorized Officer"
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint any one or more Authenticating Agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series Units which shall be authorized to act on behalf of the Trustee in authenticating such Certificates the Units in connection with the issuance, delivery and registration of or transfer or exchange of such Certificatesthe Units. Whenever reference is made in this the Trust Agreement to the authentication of Certificates Units by the Trustee or the Trustee's certificate ’s unit of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing filling of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee Trustee, the Depositor and to the DepositorRating Agencies. The Trustee may at any time terminate the agency of an Authenticating Agent by giving signing notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the Depositor, the Trustee promptly may appoint a successor Authenticating Agent. Subsequent to any such removal or resignation of the Authenticating Agent, the Trustee shall act as Authenticating Agent which may be the Trusteeuntil a successor Authenticating Agent, if any, is appointed. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation compensating for its services under this Section. The provisions provision of Sections 7.0110.01, 7.03 10.02 and 7.04 10.03 shall be applicable to any Authenticating Agent.
(c) Pursuant to an appointment made under this Section, the Certificates Units may have endorsed thereont▇▇▇▇▇▇, in lieu of the Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates Units described in the Standard Terms and the related SupplementTrust Agreement. DatedBy: [NAME OF AUTHENTICATING AGENT] _________________________________ as Authenticating Agent for the Trustee, Trustee By: --------------------------------- _______________________________ Authorized Officer"Signatory
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such the Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent authenticating agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust AgreementTransferor and Servicer.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agentauthenticating agent. An Authenticating Agent authenticating agent may at any time resign by giving notice of resignation to the Trustee and to the DepositorTransferor. The Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Trustee or the DepositorTransferor, the Trustee promptly may appoint a successor Authenticating Agent which may be the Trusteeauthenticating agent. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agentauthenticating agent. No successor Authenticating Agent authenticating agent shall be appointed unless acceptable to the DepositorTrustee and Transferor. The Trustee Transferor agrees to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.0111.1, 7.03 11.2 and 7.04 11.3 shall be applicable to any Authenticating Agentauthenticating agent.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms Pooling and the related SupplementServicing Agreement. Dated: [NAME OF AUTHENTICATING AGENT] -------------------------------- -------------------------------- as Authenticating Agent for the Trustee, By: --------------------------------- ---------------------------- Authorized Officer"
Appears in 1 contract
Sources: Pooling and Servicing Agreement (World Financial Network National Bank)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such the Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent authenticating agent must be acceptable to the DepositorSellers and the Servicer. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 The initial authenticating agent shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreementbe Citibank.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agentauthenticating agent. An Authenticating Agent authenticating agent may at any time resign by giving notice of resignation to the Trustee and to the DepositorSellers. The Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the DepositorSellers. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Trustee or the DepositorSellers, the Trustee promptly may appoint a successor Authenticating Agent which may be the Trusteeauthenticating agent. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agentauthenticating agent. No successor Authenticating Agent authenticating agent shall be appointed unless acceptable to the DepositorTrustee and the Sellers. The Trustee agrees Sellers agree to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.0111.01, 7.03 11.02 and 7.04 11.03 shall be applicable to any Authenticating Agentauthenticating agent.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms and the related Supplement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, By: --------------------------------- Authorized Officer"
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such the Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent authenticating agent (other than an affiliate of the Trustee) must be reasonably acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust AgreementCompany.
(b) Any institution succeeding to the corporate agency trust business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power paper or any further act on the part of the Trustee or such Authenticating Agent. authenticating agent.
(c) An Authenticating Agent authenticating agent may at any time resign by giving written notice of resignation to the Trustee. Upon the receipt by the Trustee of any such notice of resignation and upon the giving of any such notice of termination by the Trustee, the Trustee shall immediately give notice of such resignation or termination to the DepositorCompany. Any resignation of an authenticating agent shall not become effective until acceptance of appointment by the successor authenticating agent as provided in this Section 5.8. The Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent and to the Depositorauthenticating agent. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Trustee or the DepositorTrustee, the Trustee promptly may appoint a successor Authenticating Agent which may be the Trusteeauthenticating agent. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agentauthenticating agent. No successor Authenticating Agent authenticating agent (other than an affiliate of the Trustee) shall be appointed unless reasonably acceptable to the Depositor. Trustee and the Company.
(d) The Trustee Master Servicer hereby agrees to pay to each Authenticating Agent provide the Trustee from time to time with sufficient funds, as promptly as possible, for the payment of any reasonable compensation payable to each authenticating agent for its services under this SectionSection 5.8. The Trustee hereby agrees that, upon the receipt of such funds from the Master Servicer it shall pay each authenticating agent such amounts.
(e) The provisions of Sections 7.016.3, 7.03 8.1, 8.2, 8.3 and 7.04 8.5 shall be applicable to any Authenticating Agentauthenticating agent.
(cf) Pursuant to an appointment made under this SectionSection 5.8, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms and the related Supplement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, By: --------------------------------- Authorized Officer"within-mentioned Agreement.
Appears in 1 contract
Sources: Master Pooling and Servicing Agreement (General Cable Corp /De/)
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series and the Class R Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating such the Certificates and the Class R Certificates in connection with the issuance, delivery delivery, registration of transfer, exchange or repayment of the Certificates and the Class R Certificates. The Owner Trustee hereby appoints JPMorgan Chase as authenticating agent for the authentication of Certificates and the Class R Certificates upon any issuance or registration of transfer or exchange of such the Certificates or the Class R Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates or the Class R Certificates by the Owner Trustee or the Owner Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent must authenticating agent (other than JPMorgan Chase) shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate trust or agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. authenticating agent.
(c) An Authenticating Agent authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be authenticating agent with the Trusteeconsent of the Depositor. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent authenticating agent.
(d) The Depositor shall be appointed unless acceptable to pay the Depositor. The Trustee agrees to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this Section. Section 3.13.
(e) The provisions of Sections 7.017.1, 7.03 7.3, 7.4, 7.5, 7.6, 8.1 and 7.04 8.2 shall be applicable to any Authenticating Agentauthenticating agent.
(cf) Pursuant to an appointment made under this SectionSection 3.13, the Certificates may have endorsed thereon, in lieu of the Owner Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described referred to in the Standard Terms and the related Supplementwithin mentioned Agreement. Dated________________________, as Owner Trustee By: [NAME OF AUTHENTICATING AGENT] Authorized Officer or as Authenticating Agent for the Owner Trustee, By: --------------------------------- Authorized Officer"Signatory
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any one or more Series which shall be authorized to act on behalf of the Trustee in authenticating the Certificates of such Certificates Series in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such Certificates. Whenever Wherever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent authenticating agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust AgreementSellers.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power paper or any further act on the part of the Trustee or such Authenticating Agent. authenticating agent.
(c) An Authenticating Agent authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the DepositorSellers. The Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the DepositorSellers. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Trustee or the DepositorSellers, the Trustee promptly may appoint a successor Authenticating Agent which may be the Trusteeauthenticating agent. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agentauthenticating agent. No successor Authenticating Agent authenticating agent shall be appointed unless acceptable to the Depositor. Trustee and the Sellers.
(d) The Trustee agrees to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this Section. Section 6.10, and the Trustee shall be entitled to be reimbursed and the Master Servicer shall reimburse the Trustee for such payments, subject to the provisions of Section 11.05.
(e) The provisions of Sections 7.0111.01, 7.03 11.02 and 7.04 11.03 shall be applicable to any Authenticating Agentauthenticating agent.
(cf) Pursuant to an appointment made under this SectionSection 6.10, the Certificates of an applicable Series may have endorsed thereon, in lieu of the Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: "“This is one of the Certificates described in the Standard Terms Pooling and the related Servicing Agreement and Series Supplement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, By: --------------------------------- Authorized Officer":
Appears in 1 contract
Sources: Pooling and Servicing Agreement
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such Certificates in connection with the issuance, delivery and registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the DepositorTrustor and the Administrative Agent, if any. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 5.15 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee and to the DepositorTrustor. The Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the DepositorTrustor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the DepositorTrustor, the Trustee promptly may appoint a successor Authenticating Agent which may be the TrusteeAgent. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the DepositorAdministrative Agent, if any, and the Trustor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01Section 8.1, 7.03 8.2 and 7.04 8.3 shall be applicable to any Authenticating Agent.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms Trust Agreement and the related Series Supplement. Dated: [NAME OF AUTHENTICATING AGENT] _________________________________________ as Authenticating Agent for the Trustee, _________________________________________ By: --------------------------------- Authorized Officer"Signatory
Appears in 1 contract
Sources: Base Trust Agreement (STRATS(SM) Trust for Procter & Gamble Securities, Series 2006-1)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents authenticating agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such the Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each The Trustee is hereby appointed as the initial Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust AgreementAgent.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Trustee or such Authenticating Agent. An .
(c) Any Authenticating Agent may at any time resign by giving written notice of resignation to the Trustee and to the DepositorSeller. The Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the DepositorSeller. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the DepositorSeller, the Trustee promptly may appoint a successor Authenticating Agent which may be the TrusteeAgent. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Depositor. Seller.
(d) The Trustee agrees to pay to each Authenticating Agent from its own funds from time to time reasonable compensation for its services under this Section. Section 6.3.
(e) The provisions of Sections 7.0110.1, 7.03 10.4 and 7.04 10.5 shall be applicable to any Authenticating Agent.
(cf) Pursuant to an appointment made under this SectionSection 6.3, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms Pooling and the related SupplementServicing Agreement. Dated: [NAME OF AUTHENTICATING AGENT] _______________________________ as Authenticating Agent for the Trustee, By: --------------------------------- :____________________________ Authorized Officer"Signatory
Appears in 1 contract
Authenticating Agent. (a) The Indenture Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Notes and O/C Certificates of any Series which shall be authorized to act on behalf of the Indenture Trustee in authenticating such the Notes and O/C Certificates in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such the Notes or O/C Certificates. Whenever reference is made in this Trust Agreement Indenture to the authentication of Notes or O/C Certificates by the Indenture Trustee or the Indenture Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Indenture Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Indenture Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent authenticating agent must be acceptable to the Depositor. Notwithstanding anything contained herein to Issuer and the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust AgreementServicer.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power or any further act on the part of the Indenture Trustee or such Authenticating Agent. authenticating agent.
(c) An Authenticating Agent authenticating agent may at any time resign by giving notice of resignation to the Indenture Trustee and to the DepositorIssuer. The Indenture Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the DepositorIssuer and the Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Indenture Trustee or the DepositorIssuer, the Indenture Trustee may promptly may appoint a successor Authenticating Agent which may be the Trusteeauthenticating agent. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agentauthenticating agent. No successor Authenticating Agent authenticating agent shall be appointed unless acceptable to the Depositor. Issuer and the Servicer.
(d) The Trustee Issuer agrees to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this Section. Section 2.04.
(e) The provisions of Sections 7.01, 7.03 6.01 and 7.04 6.04 shall be applicable to any Authenticating Agentauthenticating agent.
(cf) Pursuant to an appointment made under this SectionSection 2.04, the Notes and O/C Certificates may have endorsed thereon, in lieu of or in addition to the Indenture Trustee's ’s certificate of authentication, an alternate alternative certificate of authentication in substantially the following form:
(i) In the case of the Notes: "“This is one of the Certificates Notes described in the Standard Terms and the related Supplementwithin-mentioned Indenture. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, Indenture Trustee By: --------------------------------- Authorized Officer"Signatory”
(ii) In the case of the O/C Certificates: “This is one of the O/C Certificates described in the within-mentioned Indenture. as Authenticating Agent for the Indenture Trustee By: Authorized Signatory”
Appears in 1 contract
Sources: Master Indenture (Compucredit Corp)
Authenticating Agent. (a) The Owner Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series Certificate which shall be authorized to act on behalf of the Owner Trustee in authenticating such Certificates the Certificate in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such Certificatesthe Certificate. Whenever reference is made in this Trust Agreement to the authentication of Certificates the Certificate by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent must authenticating agent shall be acceptable subject to acceptance by the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power paper or any further act on the part of the Owner Trustee or such Authenticating Agent. authenticating agent.
(c) An Authenticating Agent authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor Authenticating Agent which may be authenticating agent with the Trusteeconsent of the Depositor. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent authenticating agent.
(d) The Depositor shall be appointed unless acceptable to pay the Depositor. The Trustee agrees to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this Section. Section 3.6.
(e) The provisions of Sections 7.016.1, 7.03 6.3, 6.4, 6.6, 7.1 and 7.04 7.2 shall be applicable to any Authenticating Agentauthenticating agent.
(cf) Pursuant to an appointment made under this SectionSection 3.6, the Certificates Certificate may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described Certificate referred to in the Standard Terms and within-mentioned Trust Agreement. or WILMINGTON TRUST COMPANY WILMINGTON TRUST COMPANY not in its individual capacity not in its individual capacity but but solely as Owner Trustee for the related Supplement. Datedsolely as Owner Trustee for the Chase Credit Card Owner Trust 2003-3 Chase Credit Card Owner Trust 2003-3 By: [NAME OF AUTHENTICATING AGENT] as ______________________________ Authenticating Agent for the Trustee, By: --------------------------------- ____________________________ By: ______________________________ Authorized Officer"Signatory Authorized Signatory
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such Certificates in connection with the issuance, delivery and registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee and to the Depositor. The Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the Depositor, the Trustee promptly may appoint a successor Authenticating Agent which may be the TrusteeAgent. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Depositor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01, 7.03 and 7.04 shall be applicable to any Authenticating Agent.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms and the related Supplement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, By: --------------------------------- :______________________ Authorized Officer"
Appears in 1 contract
Authenticating Agent. (a) The Indenture Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series Securities which shall be authorized to act on behalf of the Indenture Trustee in authenticating such Certificates the Securities in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such Certificatesthe Securities. Whenever reference is made in this Trust Agreement Indenture to the authentication of Certificates Securities by the Indenture Trustee or the Indenture Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Indenture Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Indenture Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent authenticating agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust AgreementIssuer.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power paper or any further act on the part of the Indenture Trustee or such Authenticating Agent. authenticating agent.
(c) An Authenticating Agent authenticating agent may at any time resign by giving written notice of resignation to the Indenture Trustee and to the DepositorIssuer. The Indenture Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the DepositorIssuer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Indenture Trustee or the DepositorIssuer, the Indenture Trustee promptly may appoint a successor Authenticating Agent which may be the Trusteeauthenticating agent. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Depositor. authenticating agent.
(d) The Trustee Issuer agrees to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01, 7.03 and 7.04 shall be applicable to any Authenticating AgentSection 2.5.
(ce) Pursuant to an appointment made under this SectionSection 2.5, the Certificates Securities may have endorsed thereon, in lieu of the Indenture Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates [notes/certificates] described in the Standard Terms and the related SupplementIndenture. Dated: [NAME OF AUTHENTICATING AGENT] Name of Authenticating Agent], as Authenticating Agent for the Indenture Trustee, 26 4149-1382-4069 By: --------------------------------- Authorized Responsible Officer"
Appears in 1 contract
Sources: Indenture (Oportun Financial Corp)
Authenticating Agent. (a) The Trustee Indenture Trustee, at the expense of Servicer, may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series Notes which shall be authorized to act on behalf of the Indenture Trustee in authenticating such Certificates the Notes in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such Certificatesthe Notes. Whenever reference is made in this Trust Agreement Indenture to the authentication of Certificates Notes by the Indenture Trustee or the Indenture Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Indenture Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Indenture Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent authenticating agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust AgreementIssuer and Servicer.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power or any further act on the part of the Indenture Trustee or such Authenticating Agent. authenticating agent.
(c) An Authenticating Agent authenticating agent may at any time resign by giving written notice of resignation to the Trustee Indenture Trustee, Issuer and to the DepositorServicer. The Indenture Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the DepositorIssuer and Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Indenture Trustee or the DepositorIssuer and Servicer, the Indenture Trustee may promptly may appoint a successor Authenticating Agent which may be the Trusteeauthenticating agent. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agentauthenticating agent. No successor Authenticating Agent authenticating agent shall be appointed unless acceptable to the Depositor. The Trustee Issuer and Servicer.
(d) Issuer agrees to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this Section. SECTION 2.4.
(e) The provisions of Sections 7.01, 7.03 SECTIONS 6.1 and 7.04 6.4 shall be applicable to any Authenticating Agentauthenticating agent.
(cf) Pursuant to an appointment made under this SectionSECTION 2.4, the Certificates Notes may have endorsed thereon, in lieu of the or in addition to Indenture Trustee's certificate of authentication, an alternate alternative certificate of authentication in substantially the following form: "This is one of the Certificates Notes described in the Standard Terms and the related Supplementwithin-mentioned Agreement. Dated: [NAME OF AUTHENTICATING AGENT] -------------------------------------------- -------------------------------------------- as Authenticating Agent for the Trustee, Indenture Trustee By: --------------------------------- ________________________________________ Authorized OfficerSignatory"
Appears in 1 contract
Sources: Master Indenture (World Financial Network Credit Card Master Trust)
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents authenticating agents (each, an "Authenticating Agent") with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such the Certificates in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such the Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each The Trustee is hereby appointed as the initial Authenticating Agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust AgreementAgent.
(b) Any institution succeeding to the corporate agency business of any an Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power paper or any further act on the part of the Trustee or such Authenticating Agent. An .
(c) Any Authenticating Agent may at any time resign by giving written notice of resignation to the Trustee and to the DepositorSeller. The Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the DepositorSeller. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the DepositorSeller, the Trustee promptly may appoint a successor Authenticating Agent which may be the TrusteeAgent. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Depositor. Seller.
(d) The Trustee agrees to pay to each Authenticating Agent from its own funds from time to time reasonable compensation for its services under this Section. Section 6.3.
(e) The provisions of Sections 7.0110.1, 7.03 10.4 and 7.04 10.5 shall be applicable to any Authenticating Agent.
(cf) Pursuant to an appointment made under this SectionSection 6.3, the Certificates may have endorsed thereon, in lieu of the Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms Pooling and the related SupplementServicing Agreement. Dated: [NAME OF AUTHENTICATING AGENT] ________________________ as Authenticating Agent for the Trustee, By: --------------------------------- :_____________________ Authorized Officer"Signatory
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more Authenticating Agents (each, an "“Authenticating Agent"”) with respect to the Certificates of any Series which shall be authorized to act on behalf of the Trustee in authenticating such Certificates in connection with the issuance, delivery and registration of transfer or exchange of such Certificates. Whenever reference is made in this Trust Agreement to the authentication of Certificates by the Trustee or the Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Trustee by an Authenticating Agent and a certificate of authentication executed on behalf of the Trustee by an Authenticating Agent. Each Authenticating Agent must be acceptable to the DepositorTrustor and the Administrative Agent, if any. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 5.15 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement.
(b) Any institution succeeding to the corporate agency business of any Authenticating Agent shall continue to be an Authenticating Agent without the execution or filing of any power or any further act on the part of the Trustee or such Authenticating Agent. An Authenticating Agent may at any time resign by giving notice of resignation to the Trustee and to the DepositorTrustor. The Trustee may at any time terminate the agency of an Authenticating Agent by giving notice of termination to such Authenticating Agent and to the DepositorTrustor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent shall cease to be acceptable to the Trustee or the DepositorTrustor, the Trustee promptly may appoint a successor Authenticating Agent which may be the TrusteeAgent. Any successor Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the DepositorAdministrative Agent, if any, and the Trustor. The Trustee agrees to pay to each Authenticating Agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01Section 8.1, 7.03 8.2 and 7.04 8.3 shall be applicable to any Authenticating Agent.
(c) Pursuant to an appointment made under this Section, the Certificates may have endorsed thereon, in lieu of the Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates described in the Standard Terms Trust Agreement and the related Series Supplement. Dated: [NAME OF AUTHENTICATING AGENT] as Authenticating Agent for the Trustee, By: --------------------------------- By Authorized Officer"Signatory
Appears in 1 contract
Authenticating Agent. (ai) The Indenture Trustee may appoint one or more Authenticating Agents (each, an "Authenticating Agent") authenticating agents with respect to the Certificates of any Series Securities which shall be authorized to act on behalf of the Indenture Trustee in authenticating such Certificates the Securities in connection with the issuance, delivery and delivery, registration of transfer transfer, exchange or exchange repayment of such Certificatesthe Securities. Whenever reference is made in this Trust Agreement Indenture to the authentication of Certificates Securities by the Indenture Trustee or the Indenture Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Indenture Trustee by an Authenticating Agent authenticating agent and a certificate of authentication executed on behalf of the Indenture Trustee by an Authenticating Agentauthenticating agent. Each Authenticating Agent authenticating agent must be acceptable to the Depositor. Notwithstanding anything contained herein to the contrary, the appointment of an Authenticating Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust AgreementIssuer.
(bii) Any institution succeeding to the corporate agency business of any Authenticating Agent an authenticating agent shall continue to be an Authenticating Agent authenticating agent without the execution or filing of any power paper or any further act on the part of the Indenture Trustee or such Authenticating Agent. authenticating agent.
(iii) An Authenticating Agent authenticating agent may at any time resign by giving written notice of resignation to the Indenture Trustee and to the DepositorIssuer. The Indenture Trustee may at any time terminate the agency of an Authenticating Agent authenticating agent by giving notice of termination to such Authenticating Agent authenticating agent and to the DepositorIssuer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an Authenticating Agent authenticating agent shall cease to be acceptable to the Indenture Trustee or the DepositorIssuer, the Indenture Trustee promptly may appoint a successor Authenticating Agent which may be the Trusteeauthenticating agent. Any successor Authenticating Agent authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an Authenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Depositor. authenticating agent.
(iv) The Trustee Issuer agrees to pay to each Authenticating Agent authenticating agent from time to time reasonable compensation for its services under this Section. The provisions of Sections 7.01, 7.03 and 7.04 shall be applicable to any Authenticating AgentSection 2.5.
(cv) Pursuant to an appointment made under this SectionSection 2.5, the Certificates Securities may have endorsed thereon, in lieu of the Indenture Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificates [notes/certificates] described in the Standard Terms and the related SupplementIndenture. Dated: [NAME OF AUTHENTICATING AGENT] Name of Authenticating Agent], as Authenticating Agent for the Indenture Trustee, By: --------------------------------- Authorized Officer"Responsible Officer 4147-9029-0755.4
Appears in 1 contract
Sources: Indenture (Oportun Financial Corp)