Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes which shall be authorized to act on behalf of the Trustee in authenticating the Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture to the authentication of Notes 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 Issuer. (b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent. (c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the Issuer. 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 Issuer. 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 Issuer, the Trustee promptly may appoint a successor authenticating agent. 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. (d) The Issuer agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.5. (e) Pursuant to an appointment made under this Section 2.5, the Notes 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 notes described in the Indenture. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Officer
Appears in 3 contracts
Sources: Base Indenture (Oportun Financial Corp), Base Indenture (Oportun Financial Corp), Base Indenture (Oportun Financial Corp)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferors and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferors. 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 IssuerTransferors. 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 IssuerTransferors, the Trustee promptly may appoint a successor authenticating agent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of or its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferors. The Issuer agrees Transferors agree to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.5Section. The provisions of Sections 11.01, 11.02 and 11.03 shall be applicable to any authenticating agent.
(ec) Pursuant to an appointment made under this Section 2.5Section, the Notes 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 notes Certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], ---------------------------------------- as Authenticating Agent for the Trustee, By: Responsible by ------------------------------------ Authorized Officer
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (Providian Master Trust), Pooling and Servicing Agreement (Providian Master Trust)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 reasonably acceptable to the IssuerTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and the Transferor.
(d) The Issuer Trustee agrees to pay from its own funds, on behalf of the Trust, to each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.8.
(e) The provisions of Sections 11.1, 11.2 and 11.3 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.8, the Notes 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 notes Certificates described in the IndentureMaster Pooling and Servicing Agreement. [Name of Authenticating Agent], ----------------------------- as Authenticating Agent for the Trustee, By: Responsible -------------------------- Authorized Officer"
Appears in 2 contracts
Sources: Master Pooling and Servicing Agreement (Proffitts Credit Card Master Trust), Master Pooling and Servicing Agreement (Proffitts Credit Card Master Trust)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor.
(b) Any institution succeeding to all or substantially all of the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and the Transferor.
(d) The Issuer Servicer agrees to pay pay, on behalf of the Trust, to each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.08. ------------
(e) The provisions of Sections 11.01, 11.02 and 11.03 shall be applicable -------------- ----- ----- to any authenticating agent.
(ef) Pursuant to an appointment made under this Section 2.56.08, the Notes ------------ 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 notes described Certificates referred to in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], __________________________ as Authenticating Agent for the Trustee, By: Responsible Officerby __________________________ Authorized Signatory
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (Safeguard Scientifics Inc Et Al), Pooling and Servicing Agreement (Compucom Systems Inc)
Authenticating Agent. (a) The Indenture Trustee may appoint one or more authenticating agents with respect to the Notes which shall be authorized to act on behalf of the Indenture Trustee in authenticating the Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture to the authentication of 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 and a certificate of authentication executed on behalf of the Indenture Trustee by an authenticating agent. Each authenticating agent must be acceptable to the IssuerIssuer and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power 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 Issuer. 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 IssuerIssuer 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 to be acceptable to the Indenture Trustee or the Issuer, the Indenture Trustee may promptly may appoint a successor authenticating agent. 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 Issuer and the Servicer.
(d) The Issuer agrees to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.5SECTION 2.04.
(e) The provisions of SECTIONS 6.01 and 6.04 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.5SECTION 2.04, the 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 notes Notes described in the within-mentioned Indenture. [Name of Authenticating Agent], ________________________________ ________________________________ as Authenticating Agent for the Trustee, Indenture Trustee By: Responsible Officer____________________________ Authorized Signatory"
Appears in 2 contracts
Sources: Master Indenture (Compucredit Corp), Master Indenture (Compucredit Corp)
Authenticating Agent. (a) The Indenture Trustee may appoint one or more authenticating agents with respect to the Notes which shall be authorized to act on behalf of the Indenture Trustee in authenticating the Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture Agreement to the authentication of 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 and a certificate of authentication executed on behalf of the Indenture Trustee by an authenticating agent. Each authenticating agent must be acceptable to the IssuerSeller and the Insurer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any 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 Trustee Indenture Trustee, the Insurer and to the IssuerSeller. The Indenture Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent agent, the Insurer and to the IssuerSeller. 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 IssuerSeller, the Indenture Trustee promptly may appoint a successor authenticating agent. 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.
(d) The Issuer agrees to pay each . No successor authenticating agent from time shall be appointed unless acceptable to time reasonable compensation for its services under this Section 2.5.
(e) Pursuant to an appointment made under this Section 2.5the Indenture Trustee, the Notes may have endorsed thereon, in lieu of Insurer and the Trustee’s certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the notes described in the Indenture. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible OfficerSeller.
Appears in 2 contracts
Sources: Indenture (Auto Nations Receivables Corp), Indenture (Auto Nations Receivables Corp)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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 affect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor.
(d) The Issuer Trustee agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.8, and the Trustee shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section 11.5.
(e) The provisions of Sections 11.1, 11.2 and 11.3 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.8, the Notes 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 notes certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], ______________________________ as Authenticating Agent for the Trustee, By: Responsible Officer:___________________________ Authorized signatory
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (Chase Manhattan Bank Usa), Pooling and Servicing Agreement (Chase Manhattan Bank Usa)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 reasonably acceptable to the IssuerTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and the Transferor.
(d) The Issuer Trustee agrees to pay pay, on behalf of the Trust, to each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.8.
(e) The provisions of Sections 11.1, 11.2 and 11.3 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.8, the Notes 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 notes Certificates described in the IndentureMaster Pooling and Servicing Agreement. [Name of Authenticating Agent], _______________________________ as Authenticating Agent for the Trustee, By: Responsible ___________________________ Authorized Officer
Appears in 2 contracts
Sources: Master Pooling and Servicing Agreement (Fnanb Credit Card Master Trust), Master Pooling and Servicing Agreement (Circuit City Credit Card Master Trust)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor. The Issuer Transferor agrees to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.5Section. The provisions of Sections 11.1, 11.2 and 11.3 shall be applicable to any authenticating agent.
(ec) Pursuant to an appointment made under this Section 2.5Section, the Notes 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 notes Certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], ____________________________ ____________________________ as Authenticating Agent for the Trustee, By: Responsible By _________________________ Authorized Officer
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (Credit Card Receivables Funding Corp), Pooling and Servicing Agreement (Partners First Receivables Funding Corp)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferors and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor. The Issuer agrees Transferors agree to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.5Section. The provisions of Sections 11.01, 11.02 and 11.03 shall be applicable to any authenticating agent.
(ec) Pursuant to an appointment made under this Section 2.5Section, the Notes 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 notes Certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], ----------------------------------------- ----------------------------------------- as Authenticating Agent for the Trustee, Trustee By: Responsible Officer-------------------------------------- Authorized Signatory
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (American Express Credit Account Master Trust), Pooling and Servicing Agreement (American Express Credit Account Master Trust)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes which shall be authorized to act on behalf of the Trustee in authenticating the Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture to the authentication of Notes 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 Issuer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the Issuer. 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 Issuer. 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 Issuer, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) The Issuer agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.5.
(e) Pursuant to an appointment made under this Section 2.5, the Notes 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 notes described in the Indenture. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Officer
Appears in 2 contracts
Sources: Base Indenture (Oportun Financial Corp), Base Indenture (Oportun Financial Corp)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication authentications of Notes 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 IssuerDepositor.
(b) Any institution succeeding to the corporate agency business of an any authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerDepositor. 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 IssuerDepositor. 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 IssuerDepositor, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Depositor. The Issuer Depositor agrees to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.5Section. In the event the Trustee acts as authenticating agent hereunder, the provisions of Article V shall be applicable to the Trustee in such other capacity as authenticating agent.
(ec) Pursuant to an appointment made under this Section 2.5Section, the Notes 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 notes [Class [A]] [Class [B]] Certificates described in the IndentureTrust Agreement referred to herein. [Name of Authenticating Agent], ____________________________ as Authenticating Agent for the Trustee, By: Responsible By _________________________ Authorized Officer
Appears in 2 contracts
Sources: Deposit Trust Agreement (Goldman Sachs Asset Backed Securities Corp), Deposit Trust Agreement (Gs Mortgage Securities Corp)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee may promptly may appoint a successor authenticating agent. 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 Trustee and the Transferor.
(d) The Issuer Transferor agrees to pay to each authenticating agent agent, from time to time time, reasonable compensation for its services under this Section 2.56.07.
(e) The provisions of Sections 7.03, 8.04, 11.01, 11.02 and 11.03 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.07, the Notes Certificates may have endorsed thereon, in lieu of or in addition to the Trustee’s 's certificate of authentication, an alternate certificate of authentication in substantially the following form: Pooling and Servicing Agreement This is one of the notes Certificates described in the IndenturePooling and Servicing Agreement among ▇▇▇▇▇▇▇▇▇▇ Financial Corporation, ▇. [Name ▇▇▇▇▇▇▇▇▇▇ & Co., Inc. and Bankers Trust Company, dated as of Authenticating Agent]August 23, 1996. _________________________________________ _________________________________________ as Authenticating Agent for the Trustee, Trustee By: Responsible Officer:______________________________________ Authorized Signer
Appears in 2 contracts
Sources: Pooling and Servicing Agreement (Muehlstein Holding Corp), Pooling and Servicing Agreement (Muehlstein Holding Corp)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes which shall be authorized to act on behalf of the Trustee in authenticating the Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture to the authentication of Notes 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 Issuer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the Issuer. 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 Issuer. 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 Issuer, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) The Issuer agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.5.
(e) Pursuant to an appointment made under this Section 2.5, the Notes 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 notes (or certificates) described in the Indenture. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Officer
Appears in 2 contracts
Sources: Base Indenture (Oportun Financial Corp), Base Indenture (Oportun Financial Corp)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes which shall be authorized to act on behalf of the Trustee in authenticating the Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture to the authentication of Notes 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 Issuer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the Issuer. 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 Issuer. 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 Issuer, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) The Issuer agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.5.
(e) Pursuant to an appointment made under this Section 2.5, the Notes 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 notes (or certificates) described in the Indenture. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Officer
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor and Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) The Issuer . No successor authenticating agent shall be appointed unless acceptable to Trustee and Transferor. Transferor agrees to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.5Section. The provisions of SECTIONS 11.1, 11.2 and 11.3 shall be applicable to any authenticating agent.
(ec) Pursuant to an appointment made under this Section 2.5Section, the Notes 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 notes Certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], _______________________ _______________________ as Authenticating Agent for the Trustee, By: Responsible ____________________ Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (World Financial Network Credit Card Master Trust)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerCompany.
(b) Any institution succeeding to the corporate agency trust business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An 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 IssuerCompany. 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 by giving notice of termination to such authenticating agent and to the Issueragent. 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 IssuerCompany, the Trustee promptly may shall appoint a successor authenticating agent. 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 (other than an Affiliate of the Trustee) shall be appointed unless reasonably acceptable to the Trustee and the Company.
(d) The Issuer Company hereby agrees to pay each authenticating agent provide the Trustee from time to time sufficient funds, on a timely basis and in accordance with and subject to Section 8.5, for the payment of any reasonable compensation payable to each authenticating agent for its services under this Section 2.55.8. The Trustee hereby agrees that, upon the receipt of such funds from the Company it shall pay each authenticating agent such amounts.
(e) The provisions of Sections 8.1, 8.2, 8.3 and 8.5 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.55.8, the Notes 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 notes Certificates described in the Indenture. Pooling Agreement dated as of __________ [Name of Authenticating Agent__], 1998, among USS Receivables Company, Ltd., United Stationers Supply Co., as Servicer, and The Chase Manhattan Bank, as Trustee. -------------------- as Authenticating Agent for the Trustee, By: Responsible OfficerTrustee By ---------------------- Authorized Signatory"
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor. The Issuer Transferor agrees to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.5Section. The provisions of Sections 11.01, 11.02 and 11.03 shall be applicable to any authenticating agent.
(ec) Pursuant to an appointment made under this Section 2.5Section, the Notes 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 notes Certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], ____________________________ ____________________________ as Authenticating Agent for the Trustee, By: Responsible by____________________________ Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Travelers Bank Credit Card Master Trust I)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes which shall be authorized to act on behalf of the Trustee in authenticating the Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture to the authentication of Notes 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 Issuer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the Issuer. 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 Issuer. 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 Issuer, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) The Issuer agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.5.
(e) Pursuant to an appointment made under this Section 2.5, the Notes 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 notes certificates described in the Indenture. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Officer
Appears in 1 contract
Sources: Base Indenture (Conns Inc)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, 63 registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 Issuer.
(b) Sellers and the Servicer. Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerSellers. 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 IssuerSellers. 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 IssuerSellers, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Sellers. The Issuer agrees Sellers agree to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.5.
(e) Section. The provisions of Sections 11.01, 11.02 and 11.03 shall be applicable to any authenticating agent. Pursuant to an appointment made under this Section 2.5Section, the Notes 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 notes Certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], ---------------------------- ---------------------------- as Authenticating Agent for the Trustee, By: Responsible by --------------------------- Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Fleet Bank National Association /Ri/)
Authenticating Agent. (a) The Trustee Transferor may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transferTransfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 authenti- cating agent and a certificate of authentication executed on behalf of the Trustee by an authenticating agent. Each authenticating agent must be acceptable to the Issuer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee Transferor promptly may appoint a successor authenticating agent. 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 Trustee.
(d) The Issuer Transferor agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.8.
(e) The provisions of Sections 11.1, 11.2 and 11.3 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.8, the Notes 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 notes certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], ------------------------------- as Authenticating Agent for the Trustee, By: Responsible ----------------------------- Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (First Bank Corporate Card Master Trust)
Authenticating Agent. (a) The Indenture Trustee may appoint one or more authenticating agents with respect to the Notes which shall be authorized to act on behalf of the Indenture Trustee in authenticating the Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture to the authentication of 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 be acceptable to the IssuerIssuer and the Transferor. If no authenticating agent is appointed, the Indenture Trustee will be the authenticating agent for the Notes.
(b) Any institution succeeding to the corporate trust and agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power 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 Trustee Indenture Trustee, the Issuer and to the IssuerTransferor. 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 IssuerIssuer 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 to be acceptable to the Trustee or the IssuerIndenture Trustee, the Issuer and the Transferor, the Indenture Trustee may promptly may appoint a successor authenticating agent. 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 Issuer and the Transferor.
(d) The Issuer agrees to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.52.4.
(e) Pursuant to an appointment made under this Section 2.52.4, the 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 notes Notes described in the Indenturewithin-mentioned Agreement. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Officer:
Appears in 1 contract
Authenticating Agent. (a) The Indenture Trustee may appoint one or more authenticating agents with respect to the Notes which shall Notes. Any authenticating agent will be authorized to act on behalf of the Indenture Trustee in authenticating the Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture to the authentication of Notes by the Indenture Trustee or the Indenture Trustee’s 's certificate of authentication, such reference shall will 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 agent, including any successor authenticating agent, must be acceptable to the IssuerIssuer and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall will continue to be an authenticating agent without the execution or filing of any paper power 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 IssuerIssuer and the Servicer. 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 IssuerIssuer 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 ceases to be acceptable to the Indenture Trustee or to the IssuerIssuer and the Servicer, the Indenture Trustee may promptly may appoint a successor authenticating agent. Any successor 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.
(d) The Issuer agrees to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.5Section.
(e) The provisions of Sections 6.01 and 6.04 are applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.5Section, the 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 notes Notes described in the Indenturewithin-mentioned Agreement. [Name of Authenticating Agent], __________________________________ as Authenticating Agent for the Trustee, Indenture Trustee By: Responsible Officer:_______________________________ Authorized Signatory"
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 reasonably acceptable to the IssuerTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and the Transferor.
(d) The Issuer Trustee agrees to pay from its own funds, on behalf of the Trust, to each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.8.
(e) The provisions of Sections 11.1, 11.2 and 11.3 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.8, the Notes 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 notes Certificates described in the IndentureMaster Pooling and Servicing Agreement. [Name of Authenticating Agent], ----------------------- as Authenticating Agent for the Trustee, By: Responsible -------------------- Authorized Officer"
Appears in 1 contract
Sources: Master Pooling and Servicing Agreement (Proffitts Credit Corp)
Authenticating Agent. (a) The Indenture Trustee may appoint one or more authenticating agents with respect to the Notes Securities which shall be authorized to act on behalf of the Indenture Trustee in authenticating the Notes Securities in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesSecurities. Whenever reference is made in this Indenture to the authentication of Notes Securities 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 be acceptable to the Issuer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any 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 Issuer. The Indenture Trustee may at any time 4143-0949-1521 terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the Issuer. 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 Issuer, the Indenture Trustee promptly may appoint a successor authenticating agent. 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.
(d) The Issuer agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.5.
(e) Pursuant to an appointment made under this Section 2.5, the Notes 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 notes described in the Indenture. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Officer
Appears in 1 contract
Sources: Indenture (Oportun Financial Corp)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor. The Issuer Transferor agrees to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.5Section. The provisions of Sections 11.01, 11.02 and 11.03 shall be applicable to any authenticating agent.
(ec) Pursuant to an appointment made under this Section 2.5Section, the Notes 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 notes Certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], ---------------------------- ---------------------------- as Authenticating Agent for the Trustee, By: Responsible by ---------------------------- Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Travelers Bank Credit Card Master Trust I)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor. The Issuer Transferor agrees to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.5Section. The provisions of Sections 11.1, 11.2 and 11.3 shall be applicable to any authenticating agent.
(ec) Pursuant to an appointment made under this Section 2.5Section, the Notes 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 notes Certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], ____________________________ ____________________________ as Authenticating Agent for the Trustee, By: Responsible OfficerBy _________________________ Authorized Officer Section 6.10
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Partners First Receivables Funding Corp)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes which shall be authorized to act on behalf of the Trustee in authenticating the Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture to the authentication of Notes 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 Issuer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the Issuer. 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 Issuer. 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 Issuer, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) The Issuer agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.5; subject to the prior written consent of each Noteholder.
(e) Pursuant to an appointment made under this Section 2.5, the Notes 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 notes described in the Indenture. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Officer
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor.
(b) Any institution succeeding to all or substantially all of the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and the Transferor.
(d) The Issuer Servicer agrees to pay pay, on behalf of the Trust, to each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.08.
(e) The provisions of Sections 11.01, 11.02 and 11.03 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.08, the Notes 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 notes Certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent]Chemical Bank, as Trustee by _____________________________________ as Authenticating Agent for the Trustee, Byby _____________________________________ Authorized Officer Section 6.09 Delivery of Additional Series of Investor Certificates or the Variable Funding Certificate.
(a) Upon delivery to the Trustee of an Officer's Certificate of the Transferor (a) requesting the authentication of a new Series of Investor Certificates or requesting the authentication of the Variable Funding Certificate and (b) stating the date upon which such Series or the Variable Funding Certificate is to be issued (such date, the "Issuance Date" and such notice, the "Issuance Notice") and certifying the satisfaction of the conditions stated in this Section and Section 6.01, the Trustee shall, subject to Section 6.09(b), authenticate pursuant to Section 6.02 and deliver to or upon the order of the Transferor on such Issuance Date such new Series of Investor Certificates or the Variable Funding Certificate; provided, however, that each Rating Agency shall have confirmed in writing that the issuance of such new Series of Investor Certificates will not result in such Rating Agency reducing or withdrawing its rating on any outstanding Series or on the Commercial Paper. Any such Series of Investor Certificates shall be substantially in the form of Exhibit A hereto and shall bear, upon its face, the designation for such Series to which it belongs so selected by the Transferor and set forth in the related Supplement. The Variable Funding Certificate shall be in substantially the form of Exhibit B hereto. Unless otherwise specified in the related Supplement, the Investor Certificates of any Series and the Variable Funding Certificate shall be issued in definitive physical form (and not as Book- Entry Certificates). All Investor Certificates of any Series shall be identical in all respects except for the denominations thereof and shall be equally and ratably entitled among themselves and with the Variable Funding Certificate as provided herein to the benefits of this Agreement and any Supplement thereof without preference, priority or distinction on account of the actual time or times of authentication and delivery, all in accordance with the terms and provisions of this Agreement and such Supplement. No new Series of Investor Certificates issued pursuant to the provisions of this Section shall adversely affect the method of allocating Imputed Yield Collections or Principal Collections of any other Series of Certificates or the Variable Funding Certificate for any period over which such Series or the Variable Funding Certificate shall be outstanding.
(b) On the Issuance Date, the Trustee shall authenticate and deliver any such new Series or the Variable Funding Certificate upon delivery to it of the following: Responsible (i) a Supplement substantially in the form of Exhibit D and in form reasonably satisfactory to the Trustee executed by the Transferor and the Servicer and specifying the items provided in Section 6.09(c) (the "Principal Terms"), (ii) an Opinion of Counsel to the effect that the newly issued Series or the Variable Funding Certificate, as the case may be, will be treated as debt or as a partnership interest for Federal and applicable state income tax purposes under existing law and will not adversely affect the status of any Series of Investor Certificates or the Variable Funding Certificate as debt for Federal and applicable state income tax purposes, (iii) written confirmation from each Rating Agency that the issuance of such new Series or the Variable Funding Certificate, as the case may be, will not result in the Rating Agency's reducing or withdrawing its rating on any then outstanding Series rated by it or would result in the Rating Agency's reducing or withdrawing its rating on the Commercial Paper, and (iv) such other closing documents, certificates and Opinions of Counsel as may be required by the applicable Supplement. Notwithstanding the foregoing, the Trustee shall not authenticate and deliver any new Series hereunder unless it also receives on or prior to the Issuance Date, an Officer's Certificate of the Transferor stating: (a) the size of the Transferor Amount prior to such issuance, (b) the Initial Invested Amount of the new Series or Initial Issuer Amount in the case of the issuance of the Variable Funding Certificate, which shall be less than the amount given in clause (a), and (c) the size of the Transferor Amount after giving effect to such issuance.
(c) The Principal Terms of any Series or the Variable Funding Certificate shall consist of: (i) with respect to any Series, the name or designation of the Series, (ii) the Initial Invested Amount thereof or the Initial Issuer Amount, in the case of the issuance of the Variable Funding Certificate, (iii) the Certificate Rate of such Series (or the formula for the determination thereof, which may provide that such rate is a floating rate) in the case of the issuance of a Series of Investor Certificates, (iv) the method of allocating Collections with respect to Principal Receivables for such Series or the Variable Funding Certificate, as the case may be, (v) the Servicing Fee Percentage for such Series or the Variable Funding Certificate, as the case may be, (vi) the Series Termination Date, (vii) the Repurchase Terms, if any, and (viii) with respect to any Series or the Variable Funding Certificate, the scheduled Amortization Period Commencement Date.
(d) Any Supplement relating to an additional Series or the Variable Funding Certificate may define or make provision with respect to the Series or the Variable Funding Certificate to be issued pursuant thereto for: (i) a new Applicable Minimum Percentage, (ii) a new Minimum Aggregate Principal Receivables, (iii) the establishment of one or more accounts held at an Eligible Institution for holding Collections on the Receivables as specified in the Supplement or for other purposes specified therein, (iv) the deposit of funds into any such accounts, (v) the use of a guaranteed in vestment contract, surety bond, interest rate protection, swap or other similar agreement with respect to the Series, (vi) any extension or other evergreen feature with respect to the Series, (vii) any amendments or modifications of any Events of Termination relating to such Series or the Variable Funding Certificate, as the case may be, and (viii) such other provisions which the Transferor may, in its sole discretion, wish to incorporate and which shall be acceptable to the Trustee insofar as they affect the rights, duties and obligations of the Trustee hereunder or under any Supplement.
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferors and the Master Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferors. 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 IssuerTransferors. 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 IssuerTransferors, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferors. The Issuer agrees Transferors agree to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.5Section. The provisions of Sections 11.01, 11.02 and 11.03 shall be applicable to any authenticating agent.
(ec) Pursuant to an appointment made under this Section 2.5Section, the Notes 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 notes described in the Indenture. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Officer:
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. The Trustee may at any time time, with or without cause, terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and the Transferor.
(d) The Issuer Trustee agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.08, and the Trustee shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section 11.05.
(e) The provisions of Sections 11.01, 11.02 and 11.03 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.08, the Notes 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 notes certificates described in the Indenturewithin mentioned Pooling and Servicing Agreement. [Name of Authenticating Agent]______________________________________, as Authenticating Agent for the TrusteeTrustee By____________________________________, By: Responsible Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (First Bankcard Master Credit Card Trust)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes which shall be authorized to act on behalf of the Trustee in authenticating the Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture to the authentication of Notes 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 Issuer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the Issuer. 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 Issuer. 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 Issuer, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) The Issuer agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.5.
(e) Pursuant to an appointment made under this Section 2.5, the Notes 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 notes certificates described in the Indenture. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Officer
Appears in 1 contract
Sources: Base Indenture (Conns Inc)
Authenticating Agent. (a) The Trustee may appoint one or more -------------------- authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 Seller and the IssuerServicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerSeller. 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 IssuerSeller. 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 Seller or the IssuerServicer, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee, Seller and the Servicer.
(d) The Issuer Trustee agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.8, and the Trustee shall be entitled to be reimbursed and Seller shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section 11.5.
(e) The provisions of Sections 11 .1, 11.2 and 11.3 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.8, the Notes 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 notes Certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], _________________________________________ as Authenticating Agent for the Trustee, By: Responsible :_______________________________________ Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Spiegel Credit Corp Iii)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor. The Issuer Transferor agrees to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.9. The provisions of Sections 11.1, 11.2 and 11.3 shall be applicable to any authenticating agent.
(e) Pursuant to an appointment made under this Section 2.5, the Notes 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 notes described in the Indenture. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Officer
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and the Transferor.
(d) The Issuer Trustee agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.08, and the Trustee shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section 11.05.
(e) The provisions of Sections 11.01, 11.02 and 11.03 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.08, the Notes 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 notes certificates described in the IndentureSecond Amended and Restated Pooling and Servicing Agreement. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (First Usa Credit Card Master Trust)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferors and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor. The Issuer agrees Transferors agree to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.5Section. The provisions of Sections 11.01, 11.02 and 11.03 shall be applicable to any authenticating agent.
(ec) Pursuant to an appointment made under this Section 2.5Section, the Notes 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 notes Certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], -------------------------------------------------- -------------------------------------------------- as Authenticating Agent for the Trustee, Trustee By: Responsible Officer---------------------------------------------- Authorized Signatory
Appears in 1 contract
Sources: Pooling and Servicing Agreement (American Express Receivables Financing Corp Ii)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes which shall be authorized to act on behalf of the Trustee in authenticating the Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture to the authentication of Notes by the Trustee or the Trustee’s certificate 's Note 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 IssuerIssuer and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the Issuer. 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 Issuer. 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 Issuer, the Trustee may promptly may appoint a successor authenticating agent. 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 Trustee and the Issuer.
(d) The Issuer agrees to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.08.
(e) The provisions of Sections 11.01, 11.02, 11.03 and 11.05 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.08, the Notes may have endorsed thereon, in lieu of or in addition to the Trustee’s certificate 's certification of authentication, an alternate certificate of authentication in substantially the following form: This is one of the notes Notes described in the IndentureMaster Trust Indenture and Security Agreement. [Name of Authenticating Agent], ________________________________________ as Authenticating Agent for the Trustee, Trustee By: Responsible :_____________________________________ Authorized Officer
Appears in 1 contract
Sources: Master Trust Indenture and Security Agreement (Sirrom Capital Corp)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever Any reference is made in this Indenture Agreement to the authentication of Notes Certificates by the Trustee or the Trustee’s 's certificate of authentication, such reference authentication 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 IssuerTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. The Trustee may at any time time, with or without cause, terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and the Transferor.
(d) The Issuer Master Servicer agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.08.
(e) The provisions of Sections 11.01, 11.02 and 11.03 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.08, the Notes 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 notes certificates described in the IndentureDillard's Master Credit Card Trust I Pooling and Servicing Agreement. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible By --------------------------------------- Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Dillard Asset Funding Co)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 Seller and the IssuerServicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerSeller. 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 IssuerSeller. 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 Seller or the IssuerServicer, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee, Seller and the Servicer.
(d) The Issuer Trustee agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.8, and ----------- the Trustee shall be entitled to be reimbursed and Seller shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section 11.5. ------------
(e) The provisions of Sections 11.1, 11.2 and 11.3 shall be ------------- ---- ---- applicable to any authenticating agent.
(ef) Pursuant to an appointment made under this Section 2.56.8, the Notes ----------- 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 notes Certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], ________________________________ as Authenticating Agent for the Trustee, By: Responsible ___________________________ Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (First Consumers Master Trust)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and the Transferor.
(d) The Issuer Trustee agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.08, and the Trustee shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section 11.05.
(e) The provisions of Sections 11.01, 11.02 and 11.03 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.08, the Notes 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 notes certificates described in the IndentureAmended and Restated Pooling and Servicing Agreement. [Name of Authenticating Agent], _________________________________________ as Authenticating Agent for the Trustee, By: Responsible :______________________________________ Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (First Usa Credit Card Master Trust)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerSeller.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerSeller. 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 IssuerSeller. 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 IssuerSeller, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and the Seller.
(d) The Issuer Trustee agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.8, and the Trustee shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section 11.5.
(e) The provisions of Sections 11.1, 11.2 and 11.3 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.8, the Notes 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 notes certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], ------------------------------------ as Authenticating Agent for the Trustee, By: Responsible --------------------------------- Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Charming Shoppes Master Trust)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerSeller and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerSeller. 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 IssuerSeller. 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 IssuerSeller, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Seller. The Issuer Seller agrees to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.5Section. The provisions of Sections 11.01, 11.02 and 11.03 shall be applicable to any authenticating agent.
(ec) Pursuant to an appointment made under this Section 2.5Section, the Notes 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 notes Certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], ____________________________ ____________________________ as Authenticating Agent for the Trustee, By: Responsible By _________________________ Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Household Affinity Funding Corp)
Authenticating Agent. (a) The Indenture Trustee may appoint one or more authenticating agents with respect to the Notes which shall Notes. Any authenticating agent will be authorized to act on behalf of the Indenture Trustee in authenticating the Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture to the authentication of Notes by the Indenture Trustee or the Indenture Trustee’s 's certificate of authentication, such reference shall will 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 agent, including any successor authenticating agent, must be acceptable to the IssuerIssuer and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall will continue to be an authenticating agent without the execution or filing of any paper power 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 IssuerIssuer and the Servicer. 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 IssuerIssuer 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 ceases to be acceptable to the Indenture Trustee or to the IssuerIssuer and the Servicer, the Indenture Trustee may promptly may appoint a successor authenticating agent. Any successor 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.
(d) The Issuer agrees to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.5Section.
(e) The provisions of Sections 6.01 and 6.04 are applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.5Section, the 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 notes Notes described in the within-mentioned Indenture. [Name of Authenticating Agent], ---------------------------------- as Authenticating Agent for the Trustee, Indenture Trustee By: Responsible :_______________________________ Authorized Officer"
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. The Trustee may at any time time, with or without cause, terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and the Transferor.
(d) The Issuer Trustee agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.08, and the Trustee shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section 11.05.
(e) The provisions of Sections 11.01, 11.02 and 11.03 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.08, the Notes 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 notes certificates described in the Indenturewithin mentioned Pooling and Servicing Agreement. [Name of Authenticating Agent], ------------------------------------------ as Authenticating Agent for the Trustee, By: Responsible Trustee By ---------------------------------------- Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (First Bankcard Master Credit Card Trust)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor.
(b) Any institution succeeding to all or substantially all of the corporate agency trust business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTrustee. 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 Issueragent. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) The Issuer agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.5.
(e) Pursuant to an appointment made under this Section 2.5, the Notes 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 notes described in the Indenture. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Officeran
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Stone Container Corp)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 reasonably acceptable to the IssuerDepositor and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerDepositor. The Trustee may at any time terminate the agency of an authenticating agent by giving written notice of termination to such authenticating agent and to the IssuerDepositor. 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 IssuerDepositor, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Depositor. The Issuer Depositor agrees to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.5Section. The provisions of Sections 11.0l, 11.02 and 11.03 shall be applicable to any authenticating agent.
(ec) Pursuant to an appointment made under this Section 2.5Section, the Notes 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 notes Certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible __________________________________ by _______________________________ Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Asset Backed Securities Corp)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 reasonably acceptable to the IssuerTransferors.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferors. 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 IssuerTransferors, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and the Transferors.
(d) The Issuer Servicer agrees to pay pay, on behalf of the Trust, to each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.08.
(e) The provisions of Sections 11.01, 11.02 and 11.03 of the Agreement shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.08, the Notes Certificates may have endorsed thereon, in lieu of the Trustee’s 's certificate of authentication, an alternate certificate of authentication authentication, in substantially the following form: This is one of the notes Certificates described in the IndentureMaster Pooling and Servicing Agreement. [Name of Authenticating Agent], ------------------------------------------ ------------------------------------------ as Authenticating Agent for the Trustee, By: Responsible --------------------------------------- Authorized Officer
Appears in 1 contract
Sources: Master Pooling and Servicing Agreement (American Express Centurion Bank)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor. The Issuer Transferor agrees to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.5Section. The provisions of Sections 11.01, 11.02, 11.03 and 11.05 shall be applicable to any authenticating agent.
(ec) Pursuant to an appointment made under this Section 2.5Section, the Notes 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 notes Certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], ---------------------------- ---------------------------- as Authenticating Agent for the Trustee, By: Responsible By ----------------------------- Authorized Officer
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerCompany.
(b) Any institution succeeding to the corporate agency trust business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An 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 IssuerCompany. 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 by giving notice of termination to such authenticating agent and to the Issueragent. 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 IssuerTrustee, the Trustee promptly may appoint a successor authenticating agent. 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 (other than an Affiliate of the Trustee) shall be appointed unless reasonably acceptable to the Trustee and the Company.
(d) The Issuer Company hereby agrees to pay each authenticating agent provide the Trustee from time to time sufficient funds, on a timely basis and in accordance with and subject to Section 8.5, for the payment of any reasonable compensation payable to each authenticating agent for its services under this Section 2.55.8. The Trustee hereby agrees that, upon the receipt of such funds from the Company it shall pay each authenticating agent such amounts.
(e) The provisions of Sections 8.1, 8.2, 8.3 and 8.5 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.55.8, the Notes 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 notes Certificates described in the IndenturePooling Agreement dated as of November 15, 1996, among RS Funding Inc., US Foodservice Inc., as Servicer, and The Chase Manhattan Bank, as Trustee. [Name of Authenticating Agent], _________________________ as Authenticating Agent for the Trustee, By: Responsible OfficerTrustee By ------------ Authorized Signatory"
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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 affect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor.
(d) The Issuer Trustee agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.8, and the Trustee shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section 11.5.
(e) The provisions of Sections 11.1, 11.2 and 11.3 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.8, the Notes 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 notes certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible OfficerAuthorized signatory
Appears in 1 contract
Sources: Pooling and Servicing Agreement (First Usa Credit Card Master Trust)
Authenticating Agent. (a) The Indenture Trustee may appoint one or more authenticating agents with respect to the Notes which shall Notes. Any authenticating agent will be authorized to act on behalf of the Indenture Trustee in authenticating the Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture to the authentication of Notes by the Indenture Trustee or the Indenture Trustee’s 's certificate of authentication, such reference shall will 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 agent, including any successor authenticating agent, must be acceptable to the IssuerIssuer and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall will continue to be an authenticating agent without the execution or filing of any paper power 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 IssuerIssuer and the Servicer. 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 IssuerIssuer 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 ceases to be acceptable to the Indenture Trustee or to the IssuerIssuer and the Servicer, the Indenture Trustee may promptly may appoint a successor authenticating agent. Any successor 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.
(d) The Issuer agrees to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.5Section.
(e) The provisions of Sections 6.01 and 6.04 are applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.5Section, the 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 notes Notes described in the within-mentioned Indenture. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Officer:
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferors and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferors. 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 IssuerTransferors. 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 IssuerTransferors, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferors. The Issuer agrees Transferors agree to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.5Section. The provisions of Sections 11.01, 11.02 and 11.03 shall be applicable to any authenticating agent.
(ec) Pursuant to an appointment made under this Section 2.5Section, the Notes 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 notes Certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], -------------------------------------- -------------------------------------- as Authenticating Agent for the Trustee, By: Responsible by ---------------------------------- Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Fleet Credit Card Master Trust Ii)
Authenticating Agent. (a) The Indenture Trustee may appoint one or more authenticating agents with respect to the Notes which shall be authorized to act on behalf of the Indenture Trustee in authenticating the Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture Agreement to the authentication of 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 and a certificate of authentication executed on behalf of the Indenture Trustee by an authenticating agent. Each authenticating agent must be acceptable to the IssuerDepositor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any 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 IssuerSeller. 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 IssuerSeller. 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 IssuerSeller, the Indenture Trustee promptly may appoint a successor authenticating agent. 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.
(d) The Issuer agrees to pay each . No successor authenticating agent from time shall be appointed unless acceptable to time reasonable compensation for its services under this Section 2.5the Indenture Trustee and the Seller.
(e) Pursuant to an appointment made under this Section 2.5, the Notes 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 notes described in the Indenture. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Officer
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes which shall be authorized to act on behalf of the Trustee in authenticating the 4866-9982-4145.5 Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture to the authentication of Notes 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 Issuer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the Issuer. 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 Issuer. 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 Issuer, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) The Issuer agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.5.
(e) Pursuant to an appointment made under this Section 2.5, the Notes 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 notes (or certificates) described in the Indenture. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Officer
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and the Transferor.
(d) The Issuer Trustee agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.08, and the Trustee shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section 11.05.
(e) The provisions of Sections 11.01, 11.02 and 11.03 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.08, the Notes 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 notes certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (BA Master Credit Card Trust II)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 reasonably acceptable to the IssuerTransferors.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferors. 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 IssuerTransferors, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and the Transferors.
(d) The Issuer Servicer agrees to pay pay, on behalf of the Trust, to each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.08.
(e) The provisions of Sections 11.01, 11.02 and 11.03 of the Agreement shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.08, the Notes Certificates may have endorsed thereon, in lieu of the Trustee’s 's certificate of authentication, an alternate certificate of authentication authentication, in substantially the following form: This is one of the notes Certificates described in the IndentureMaster Pooling and Servicing Agreement. [Name of Authenticating Agent], ------------------------------------------ ------------------------------------------ as Authenticating Agent for the Trustee, By: Responsible :_______________________________________ Authorized Officer
Appears in 1 contract
Sources: Master Pooling and Servicing Agreement (American Express Centurion Bank)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor. The Issuer Transferor agrees to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.5Section. The provisions of Sections 11.01, 11.02 and 11.03 shall be applicable to any authenticating agent.
(ec) Pursuant to an appointment made under this Section 2.5Section, the Notes 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 notes Certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], __________________________ __________________________ as Authenticating Agent for the Trustee, By: Responsible By _______________________ Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (At&t Universal Funding Corp)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerSeller.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerSeller. 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 IssuerSeller. 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 IssuerSeller, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and the Seller.
(d) The Issuer Trustee agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.8, and the Trustee ----------- shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section ------- 11.5. ----
(e) The provisions of Sections 11.1, 11.2 and 11.3 shall be applicable to ------------- ---- ---- any authenticating agent.
(ef) Pursuant to an appointment made under this Section 2.56.8, the Notes ----------- 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 notes certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], _____________________________ as Authenticating Agent for the Trustee, By: Responsible _____________________________ Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Peoples Bank Credit Card Master Trust)
Authenticating Agent. (a) The Indenture Trustee may appoint one or more authenticating agents with respect to the Notes which shall be authorized to act on behalf of the Indenture Trustee in authenticating the Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture to the authentication of 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 and a certificate of authentication executed on behalf of the Indenture Trustee by an authenticating agent. Each authenticating agent must be acceptable to the IssuerTrust and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power 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 Trustee Indenture Trustee, the Trust and to the IssuerServicer. 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 IssuerTrust 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 to be acceptable to the Indenture Trustee or the IssuerTrust and the Servicer, the Indenture Trustee may promptly may appoint a successor authenticating agent. 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 Trust and the Servicer.
(d) The Issuer Trust agrees to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.5Section.
(e) The provisions of Sections 6.01 and 6.04 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.5Section, the 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 notes Notes described in the within-mentioned Indenture. [Name of Authenticating Agent], ---------------------------------- ---------------------------------- as Authenticating Agent for the Trustee, Indenture Trustee By: Responsible Officer---------------------------------- Authorized Signatory"
Appears in 1 contract
Sources: Master Indenture (Conseco Finance Credit Card Funding Corp)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes which shall be authorized to act on behalf of the Trustee in authenticating the Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture to the authentication of Notes 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 Issuer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the Issuer. 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 Issuer. 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 Issuer, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) The Issuer agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.5.
(e) Pursuant to an appointment made under this Section 2.5, the Notes 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 notes described in the Indenture. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Officer
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 Seller and the IssuerServicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerSeller. 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 IssuerSeller. 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 Seller or the IssuerServicer, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee, Seller and the Servicer.
(d) The Issuer Servicer agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.8, and the Trustee ----------- shall be entitled to be reimbursed and Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section ------- 11.5. ----
(e) The provisions of Sections 11.1, 11.2 and 11.3 shall be applicable to ------------- ---- ---- any authenticating agent.
(ef) Pursuant to an appointment made under this Section 2.56.8, the Notes ----------- 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 notes Certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], _______________________________________ as Authenticating Agent for the Trustee, By: Responsible :____________________________________ Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (First Consumers Master Trust)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 reasonably acceptable to the IssuerSeller.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerSeller. 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 IssuerSeller. 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 IssuerSeller, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and the Seller.
(d) The Issuer Servicer agrees to pay pay, on behalf of the Trust, to each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.08.
(e) The provisions of Sections 11.01, 11.02 and 11.03 of the Agreement shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.08, the Notes 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 notes Certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], _____________________________ _____________________________ as Authenticating Agent for the Trustee, By: Responsible by ____________________________ Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (First Chicago Master Trust Ii)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes which shall be authorized to act on behalf of the Trustee in authenticating the Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture to the authentication of Notes 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 IssuerIssuer and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the Issuer. 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 Issuer. 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 Issuer, the Trustee may promptly may appoint a successor authenticating agent. 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 Trustee and the Issuer.
(d) The Issuer agrees to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.08.
(e) The provisions of Sections 11.01, 11.02, 11.03 and 11.05 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.08, the Notes may have endorsed thereon, in lieu of or in addition to the Trustee’s certificate 's certification of authentication, an alternate certificate of authentication in substantially the following form: This is one of the notes Notes described in the IndentureMaster Trust Indenture and Security Agreement. [Name of Authenticating Agent], _______________________ as Authenticating Agent for the Trustee, Trustee By: Responsible _____________________ Authorized Officer
Appears in 1 contract
Sources: Master Trust Indenture and Security Agreement (Ag Services of America Inc)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 reasonably acceptable to the IssuerTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and the Transferor.
(d) The Issuer Trustee agrees to pay pay, on behalf of the Trust, to each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.8.
(e) The provisions of Sections 11.1, 11.2 and 11.3 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.8, the Notes 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 notes Certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], ___________________________________ as Authenticating Agent for the Trustee, By: Responsible ___________________________ Authorized Officer
Appears in 1 contract
Sources: Master Pooling and Servicing Agreement (Fnanb Credit Card Master Trust)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor. The Issuer Transferor agrees to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.9. The provisions of Sections 11.1, 11.2 and 11.3 shall be applicable to any authenticating agent.
(ec) Pursuant to an appointment made under this Section 2.56.9, the Notes 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 notes Certificates described in the IndentureAmended and Restated Pooling and Servicing Agreement. [Name of Authenticating Agent], ------------------------------------ ------------------------------------ as Authenticating Agent for the Trustee, By: Responsible By:--------------------------------- Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Target Receivables Corp)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes which shall be authorized to act on behalf of the Trustee in authenticating the Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture to the authentication of Notes 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 Issuer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the Issuer. 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 Issuer. 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 Issuer, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) The Issuer agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.5.
(e) Pursuant to an appointment made under this Section 2.5, the Notes 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 notes certificates described in the Indenture. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: ---------------------------- Responsible Officer
Appears in 1 contract
Sources: Base Indenture (Conns Inc)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 reasonably acceptable to the IssuerTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and the Transferor.
(d) The Issuer Servicer agrees to pay pay, on behalf of the Trust, to each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.8.
(e) The provisions of Sections 11.1, 11.2 and 11.3 of this Agreement shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.8, the Notes 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 notes Certificates described in the IndentureMaster Pooling and Servicing Agreement. [Name of Authenticating Agent], ----------------------- as Authenticating Agent for the Trustee, By: Responsible -------------------- Authorized Officer
Appears in 1 contract
Sources: Master Pooling and Servicing Agreement (Yamaha Motor Receivables Corp)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and the Transferor.
(d) The Issuer Trustee agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.8, and the Trustee shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section 11.5.
(e) The provisions of Sections 11.1, 11.2 and 11.3 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.8, the Notes 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 notes certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent]______________________________, as Authenticating Agent for the Trustee, Trustee By: Responsible Officer:___________________________ Authorized signatory
Appears in 1 contract
Sources: Pooling and Servicing Agreement (First Usa Credit Card Master Trust)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and the Transferor.
(d) The Issuer Trustee agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.08, and the Trustee shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section 11.05.
(e) The provisions of Sections 11.01, 11.02 and 11.03 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.08, the Notes 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 notes certificates described in the IndentureThird Amended and Restated Pooling and Servicing Agreement. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (First Usa Credit Card Master Trust)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes which shall be authorized to act on behalf of the Trustee in authenticating the Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture to the authentication of Notes 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 Issuer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the Issuer. 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 Issuer. 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 Issuer, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) The Issuer agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.5; subject to the prior written consent of each Noteholder.
(e) Pursuant to an appointment made under this Section 2.5, the Notes 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 notes described in the Indenture. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Officer
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. The Trustee hereby appoints the corporate trust office of Chase as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 (other than Chase) shall be acceptable to the IssuerSeller.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerSeller. 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 IssuerSeller. 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 IssuerSeller, the Trustee promptly may appoint a successor authenticating agentagent with the consent of the Seller. 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 Seller.
(d) The Issuer agrees to Servicer shall pay each authenticating agent the Authenticating Agent from time to time reasonable compensation for its services under this Section 2.56.12.
(e) The provisions of Sections 10.1, 10.3 and 10.4 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.12, the Notes 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 notes described certificates referred to in the Indenturewithin mentioned Agreement. [Name of Authenticating Agent]_________________________, as Trustee By:_____________________________ Authorized Officer or ________________________________________ as Authenticating Agent for the Trustee, By: Responsible ________________________________________ Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Chase Manhattan Bank Usa)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee may promptly may appoint a successor authenticating agent. 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 Trustee and the Transferor.
(d) The Issuer Transferor agrees to pay to each authenticating agent agent, from time to time time, reasonable compensation for its services under this Section 2.56.07.
(e) The provisions of Sections 7.03, 8.04, 11.01, 11.02 and 11.03 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.07, the Notes Certificates may have endorsed thereon, in lieu of or in addition to the Trustee’s 's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the notes Certificates described in the IndenturePooling and Servicing Agreement among Zenith Finance Corporation, Zenith Electronics Corporation and Bankers Trust Company, dated as of March 31, 1997. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, Trustee By: Responsible OfficerAuthorized Signer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Zenith Electronics Corp)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 Seller and the IssuerServicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerSeller. 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 IssuerSeller. 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 Seller or the IssuerServicer, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee, Seller and the Servicer.
(d) The Issuer Servicer agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.8, and ----------- the Trustee shall be entitled to be reimbursed and Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section 11.5. -------------
(e) The provisions of Sections 11.1, 11.2 and 11.3 shall be applicable ------------- ---- ---- to any authenticating agent.
(ef) Pursuant to an appointment made under this Section 2.56.8, the Notes ----------- 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 notes Certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], ------------------------------- as Authenticating Agent for the Trustee, By: Responsible By:---------------------------- Authorized Officer
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 reasonably acceptable to the IssuerTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested agent ▇▇▇ 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 Trustee and the Transferor.
(d) The Issuer Servicer agrees to pay pay, on behalf of the Trust, to each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.08.
(e) The provisions of Sections 11.01, 11.02 and 11.03 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.08, the Notes Certificate, 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 notes Certificates described in the Indenturewithin mentioned Pooling and Servicing Agreement. [Name of Authenticating Agent], _________________________ _________________________ as Authenticating Agent for the Trustee, By: Responsible _____________________ Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Firestone Retail Credit Corp)
Authenticating Agent. (a) The Indenture Trustee may appoint one or more authenticating agents with respect to the Notes which shall Notes. Any authenticating agent will be authorized to act on behalf of the Indenture Trustee in authenticating the Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture to the authentication of Notes by the Indenture Trustee or the Indenture Trustee’s 's certificate of authentication, such reference shall will 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 agent, including any successor authenticating agent, must be acceptable to the IssuerIssuer and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall will continue to be an authenticating agent without the execution or filing of any paper power 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 IssuerIssuer and the Servicer. 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 IssuerIssuer 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 ceases to be acceptable to the Indenture Trustee or to the IssuerIssuer and the Servicer, the Indenture Trustee may promptly may appoint a successor authenticating agent. Any successor 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.
(d) The Issuer agrees to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.5Section.
(e) The provisions of Sections 6.01 and 6.04 are applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.5Section, the 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 notes Notes described in the within-mentioned Indenture. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Officer.
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and the Transferor.
(d) The Issuer Trustee agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.8, and the Trustee shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section 11.5.
(e) The provisions of Sections 11.1, 11.2 and 11.3 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.8, the Notes 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 notes certificates described in the IndentureAmended and Restated Pooling and Servicing Agreement. [Name of Authenticating Agent], ------------------------------------- as Authenticating Agent for the Trustee, By: Responsible ----------------------------------- Authorized Officer."
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Mellon Premium Finance Loan Owner Trust)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. The Trustee hereby appoints the corporate trust office of Chase as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 (other than Chase) shall be acceptable to the IssuerSeller.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerSeller. 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 IssuerSeller. 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 IssuerSeller, the Trustee promptly may appoint a successor authenticating agentagent with the consent of the Seller. 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 Seller.
(d) The Issuer agrees to Servicer shall pay each authenticating agent the Authenticating Agent from time to time reasonable compensation for its services under this Section 2.56.12.
(e) The provisions of Sections 10.1, 10.3 and 10.4 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.12, the Notes 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 notes described certificates referred to in the Indenturewithin mentioned Agreement. [Name of Authenticating Agent]-----------------------, as Trustee By: ------------------------------------ Authorized Officer or ---------------------------------- as Authenticating Agent for the Trustee, By: Responsible ---------------------------------- Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Chase Manhattan Bank Usa National Association)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) . No successor authenticating agent shall serve unless acceptable to the Trustee. The Issuer Transferor agrees to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.5Section. The provisions of Sections 11.1, 11.2 and 11.3 shall be applicable to any authenticating agent.
(ec) Pursuant to an appointment made under this Section 2.5Section, the Notes 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 notes described Certificates referred to in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Pier 1 Imports Inc/De)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes which shall be authorized to act on behalf of the Trustee in authenticating the Notes in 30 connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture to the authentication of Notes 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 Issuer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the Issuer. 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 Issuer. 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 Issuer, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) The Issuer agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.5; subject to the prior written consent of each Noteholder.
(e) Pursuant to an appointment made under this Section 2.5, the Notes 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 notes described in the Indenture. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Officer
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 reasonably acceptable to the IssuerTransferors.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferors. 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 IssuerTransferors, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and the Transferors.
(d) The Issuer Servicer agrees to pay pay, on behalf of the Trust, to each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.08.
(e) The provisions of Sections 11.01, 11.02 and 11.03 of the Agreement shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.08, the Notes Certificates may have endorsed indorsed thereon, in lieu of the Trustee’s 's certificate of authentication, an alternate certificate of authentication authentication, in substantially the following form: This is one of the notes Certificates described in the IndentureMaster Pooling and Servicing Agreement. [Name of Authenticating Agent], ----------------------------------------- ----------------------------------------- as Authenticating Agent for the Trustee, By: Responsible :______________________________________ Authorized Officer
Appears in 1 contract
Sources: Master Pooling and Servicing Agreement (American Express Credit Account Master Trust)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor and Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) The Issuer . No successor authenticating agent shall be appointed unless acceptable to Trustee and Transferor. Transferor agrees to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.5Section. The provisions of Sections 11.1, 11.2 and 11.3 shall be applicable to any authenticating agent.
(ec) Pursuant to an appointment made under this Section 2.5Section, the Notes 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 notes Certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Alliance Data Systems Corp)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor and Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) The Issuer . No successor authenticating agent shall be appointed unless acceptable to Trustee and Transferor. Transferor agrees to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.5Section. The provisions of SECTIONS 11.1, 11.2 and 11.3 shall be applicable to any authenticating agent.
(ec) Pursuant to an appointment made under this Section 2.5Section, the Notes 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 notes Certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], ------------------------------ ------------------------------ as Authenticating Agent for the Trustee, By: Responsible -------------------------- Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Alliance Data Systems Corp)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes which shall be authorized to act on behalf of the Trustee in authenticating the Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture to the authentication of Notes 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 Issuer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the Issuer. 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 Issuer. 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 Issuer, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) The Issuer agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.5.
(e) Pursuant to an appointment made under this Section 2.5, the Notes may have endorsed thereont▇▇▇▇▇▇, in lieu of the Trustee’s certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the notes certificates described in the Indenture. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Officer
Appears in 1 contract
Sources: Base Indenture (Conns Inc)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerSeller.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerSeller. 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 IssuerSeller. 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 IssuerSeller, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and the Seller.
(d) The Issuer Trustee agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.8, and the Trustee shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section 11.5.
(e) The provisions of Sections 11.1, 11.2 and 11.3 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.8, the Notes 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 notes certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Alliance Data Systems Corp)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and the Transferor.
(d) The Issuer Trustee agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.08, and the Trustee shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section 11.05.
(e) The provisions of Sections 11.01, 11.02 and 11.03 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.08, the Notes 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 notes certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible :____________________________ Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (First Usa Credit Card Master Trust)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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 affect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor.
(d) The Issuer Servicer agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.8.
(e) The provisions of Sections 11.1, 11.2 and 11.3 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.8, the Notes 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 notes certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], ------------------------------ as Authenticating Agent for the Trustee, By: Responsible Officer--------------------------- Authorized signatory
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Dillard Asset Funding Co)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and Transferor.
(d) The Issuer Trustee agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.5.
6.8, and Trustee shall be entitled to be reimbursed and Servicer shall reimburse Trustee for such reasonable payments actually made, subject to the provisions of Section 11.5. (e) Pursuant The provisions of Sections 11.1, 11.2 and 11.3 shall be applicable to an appointment made under this Section 2.5, the Notes 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 notes described in the Indenture. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Officerany authenticating agent.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (First National Bank of Commerce)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes which shall be authorized to act on behalf of the Trustee in authenticating the Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture to the authentication of Notes 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 Issuer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the Issuer. 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 Issuer. 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 Issuer, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) The Issuer agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.5; subject to the prior written consent of each Noteholder.
(e) Pursuant to an appointment made under this Section 2.5, the Notes 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 notes described in the Indenture. [Name of Authenticating Agent], 4140-8886-1733.4 as Authenticating Agent for the Trustee, By: Responsible Officer
Appears in 1 contract
Authenticating Agent. (a) The Indenture Trustee may appoint one or more authenticating agents with respect to the Notes which shall be authorized to act on behalf of the Indenture Trustee in authenticating the Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture to the authentication of 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 be acceptable to the Issuer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Indenture Trustee or such authenticating agent.. 4166-0661-7649.19
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Indenture Trustee and to the Issuer. 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 Issuer. 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 Issuer, the Indenture Trustee promptly may appoint a successor authenticating agent. 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.
(d) The Issuer agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.5.
(e) Pursuant to an appointment made under this Section 2.5, the Notes 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 notes described in the Indenture. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Officer
Appears in 1 contract
Sources: Indenture (Oportun Financial Corp)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and the Transferor.
(d) The Issuer Trustee agrees to pay pay, on behalf of the Trust, to each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.8.
(e) The provisions of Sections 11.1, 11.2 and 11.3 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.8, the Notes 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 notes Certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Authorized Officer
Appears in 1 contract
Sources: Master Pooling and Servicing Agreement (Circuit City Credit Card Master Trust)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and the Transferor.
(d) The Issuer Trustee agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.08, and the Trustee shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section 11.05.
(e) The provisions of Sections 11.01, 11.02 and 11.03 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.08, the Notes 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 notes certificates described in the IndentureAmended and Restated Pooling and Servicing Agreement. [Name of Authenticating Agent], _____________________________________ as Authenticating Agent for the Trustee, By: Responsible _________________________________ Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Bank One Delaware National Association)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerTransferor and the Servicer.
(ba) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor. The Issuer Transferor agrees to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.5Section. The provisions of Sections 11.01, 11.02 and 11.03 shall be applicable to any authenticating agent.
(eb) Pursuant to an appointment made under this Section 2.5Section, the Notes 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 notes Certificates described in the IndentureAmended and Restated Pooling and Servicing Agreement. [Name of Authenticating Agent], 63 72 as Authenticating Agent for the Trustee, By: Responsible by Authorized Officer
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerCompany.
(b) Any institution succeeding to the corporate agency trust business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An 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 IssuerCompany. 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 by giving notice of termination to such authenticating agent and to the Issueragent. 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 IssuerTrustee, the Trustee promptly may appoint a successor authenticating agent. 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 (other than an Affiliate of the Trustee) shall be appointed unless reasonably acceptable to the Trustee and the Company.
(d) The Issuer Company hereby agrees to pay each authenticating agent provide the Trustee from time to time sufficient funds, on a timely basis and in accordance with and subject to Section 8.5, for the payment of any reasonable compensation payable to each authenticating agent for its services under this Section 2.55.8. The Trustee hereby agrees that, upon the receipt of such funds from the Company it shall pay each authenticating agent such amounts.
(e) The provisions of Sections 8.1, 8.2, 8.3 and 8.5 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.55.8, the Notes 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 notes Certificates described in the IndenturePooling Agreement dated as of June 5, 1998, among WESCO Receivables Corp., WESCO Distribution, Inc., as Servicer, and The Chase Manhattan Bank, as Trustee. [Name of Authenticating Agent], ------------------------ as Authenticating Agent for the Trustee, By: Responsible OfficerTrustee By --------------------------- Authorized Signatory"
Appears in 1 contract
Authenticating Agent. (a) The Indenture Trustee may appoint one or more authenticating agents with respect to the Notes which shall be authorized to act on behalf of the Indenture Trustee in authenticating the Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture to the authentication of 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 and a certificate of authentication executed on behalf of the Indenture Trustee by an authenticating agent. Each authenticating agent must be acceptable to the IssuerIssuer and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power 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 Trustee Indenture Trustee, the Issuer and to the IssuerServicer. 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 IssuerIssuer 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 to be acceptable to the Indenture Trustee or the IssuerIssuer and the Servicer, the Indenture Trustee may promptly may appoint a successor authenticating agent. 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 Issuer and the Servicer.
(d) The Issuer agrees to pay to each authenticating agent from time to time reasonable compensation for its services under this Section 2.52.4. -----------
(e) The provisions of Sections 6.1 and 6.4 shall be applicable to any ------------ --- authenticating agent.
(ef) Pursuant to an appointment made under this Section 2.52.4, the 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 notes Notes described in the Indenturewithin-mentioned Agreement. [Name of Authenticating Agent], ____________________________ ____________________________ as Authenticating Agent for the Trustee, Indenture Trustee By: Responsible Officer________________________ "Authorized Signatory"
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerCompany.
(b) Any institution succeeding to the corporate agency trust business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An 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 IssuerCompany. 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 by giving notice of termination to such authenticating agent and to the Issueragent. 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 IssuerTrustee, the Trustee promptly may appoint a successor authenticating agent. 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 (other than an Affiliate of the Trustee) shall be appointed unless reasonably acceptable to the Trustee and the Company.
(d) The Issuer Company hereby agrees to pay each authenticating agent provide the Trustee from time to time sufficient funds, on a timely basis and in accordance with and subject to Section 8.5, for the payment of any reasonable compensation payable to each authenticating agent for its services under this Section 2.55.8. The Trustee hereby agrees that, upon the receipt of such funds from the Company it shall pay each authenticating agent such amounts.
(e) The provisions of Sections 8.1, 8.2, 8.3 and 8.5 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.55.8, the Notes 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 notes Certificates described in the IndenturePooling Agreement dated as of April 1, 1998, among CM Capital Corporation, Core-▇▇▇▇ International, Inc., as Servicer, and The Chase Manhattan Bank, as Trustee. [Name of Authenticating Agent], --------------------------- as Authenticating Agent for the Trustee, By: Responsible OfficerTrustee By ------------------------ Authorized Signatory"
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes 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 IssuerSeller.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerSeller. 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 IssuerSeller. 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 IssuerSeller, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and the Seller.
(d) The Issuer Trustee agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.8, and the Trustee shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section 11.5.
(e) The provisions of Sections 11.1, 11.2 and 11.3 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.8, the Notes 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 notes certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], _______________________________ as Authenticating Agent for the Trustee, By: Responsible __________________________ Authorized Officer
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Charming Shoppes Receivables Corp)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the NotesCertificates. Whenever reference is made in this Indenture Agreement to the authentication of Notes Certificates by the Trustee or the Trustee’s 's certificate of authentication, such reference shall be deemed to include authentication authen- tication 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 IssuerTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTransferor. 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 IssuerTransferor. 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 IssuerTransferor, the Trustee promptly may appoint a successor authenticating agent. 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 affect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor.
(d) The Issuer Trustee agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.56.8, and the Trustee shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section 11.5.
(e) The provisions of Sections 11.1, 11.2 and 11.3 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 2.56.8, the Notes 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 notes certificates described in the IndenturePooling and Servicing Agreement. [Name of Authenticating Agent], ------------------------------ as Authenticating Agent for the Trustee, By: Responsible Officer--------------------------- Authorized signatory
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Chase Credit Card Master Trust)
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes which shall be authorized to act on behalf of the Trustee in authenticating the Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture to the authentication of Notes 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 Issuer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the Issuer. 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 Issuer. 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 Issuer, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) The Issuer agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.5.
(e) Pursuant to an appointment made under this Section 2.5, the Notes 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 notes certificates described in the Indenture. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Officer
Appears in 1 contract
Sources: Base Indenture (Conns Inc)
Authenticating Agent. (a) The From time to time, the Trustee may appoint one or more authenticating authen ticating agents with respect to the Notes Certificates which shall be authorized to act on behalf of the Trustee in authenticating the Notes Certificates in connection with the issuance, delivery, delivery and registration of transfer, transfer or exchange or repayment of the NotesCertificates. Whenever Wherever reference is made in this Indenture the Declaration to the authentication of Notes 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 an institution meeting the Issuerrequirements of Section 7.7.
(b) Any institution meeting the requirements of Section 7.7 succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee Trust ee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee and to the IssuerTrustee. 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 Issuer. 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 Issuer, the Trustee promptly may appoint a successor authenticating agent. 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.
(d) The Issuer Trustee agrees to pay to each authenticating agent from time to time reasonable compensation compen sation for its services under this Section, and the Trustee shall be entitled to be reimbursed for such payments only pursuant to the provisions of Section 2.57.6(a).
(e) The provisions of Sections 7.1, 7.2, 7.3 and 7.4 shall be applicable to any authenticating agent (other than for its authentication of the Certifi ▇▇▇▇▇).
(f) Pursuant to an appointment made under this Section 2.57.11, the Notes Certificates may have endorsed thereon, in lieu of the Trustee’s 's certificate of authenticationauthen tication, an alternate certificate of authentication in substantially the following form: This is one of the notes Certificates described in the Indenturewithin-mentioned Declaration of Trust. [Name of Authenticating Agent], NAME OF AUTHENTICATING AGENT] ------------------------------ as Authenticating Agent for the Trustee, By: Responsible -------------------------------- Authorized Officer
Appears in 1 contract
Authenticating Agent. (a) The Trustee may appoint one or more authenticating agents with respect to the Notes which shall be authorized to act on behalf of the Trustee in authenticating the Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Notes. Whenever reference is made in this Indenture to the authentication of Notes 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 Issuer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Trustee Trustee, the Notice Persons, and to the Issuer. 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 Issuer. 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 Issuer, the Trustee promptly may appoint a successor authenticating agent. 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 Trustee and the Issuer.
(d) The Issuer agrees to pay each authenticating agent from time to time reasonable compensation for its services under this Section 2.5.
(e) Pursuant to an appointment made under this Section 2.5, the Notes 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 notes certificates described in the Indenture. [Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Officer
Appears in 1 contract
Sources: Base Indenture (CHS Inc)