DBTCA represents that it is eligible to act as Trustee under the provisions of the Indenture and the Trust Indenture Act of 1939, as amended.
DBTCA hereby accepts its appointment as successor Trustee (trustee, registrar and paying agent) under the Indenture and accepts the trust created thereby, and assumes all estates, properties, rights, powers, trusts, duties and obligations of the Trustee under the Indenture. DBTCA will perform said trust and will exercise said rights, powers, trusts and duties upon the terms and conditions set forth in the Indenture, provided, however, that it is understood and agreed by the parties hereto that DBTCA does not assume responsibility for or any liability in connection with any negligence or other misconduct on the part of Citibank or its agents in connection with Citibank’s performance of the respective trusts, duties and obligations under the Indenture, and it is further understood and agreed by the parties that the provisions of Section 6.07 of the Indenture shall survive, for the benefit of Citibank, Citibank’s resignation hereunder.
DBTCA hereby accepts the designation of its Corporate Trust Office as the office or agency of the Issuer in New York, New York where the Securities may be presented for payment or registration of transfer.
DBTCA. ANTICIPATED TIMING: - TERM SHEET & ANNEX A-1: ATTACHED - RED: TOMORROW 3/12 - THIRD PARTY SYSTEMS: TODAY 3/11 - INVESTOR GROUP MEETINGS: WEDNESDAY, 3/12 (SEND RSVP TO DESK) HARTFORD 12:00PM BOSTON 3:30PM - INVESTOR MEETINGS AVAILABLE UPON REQUEST (CONTACT SALES COVERAGE) - PRE-RECORDED INVESTOR CALL: DIAL-IN #: 000-000-0000; CODE: 4725176 - PRE-SALE REPORTS: TODAY 3/11 OR TOMORROW 3/12 - ANTICIPATED PRICING: WEEK OF 3/16 - ANTICIPATED SETTLEMENT: 3/26 DEUTSCHE BANK TRADING DESK CONTACTS: XXXX XXXXXXXX 000-000-0000 XXXXXX XXXXXX 000-000-0000 XXXX XXXXXXX 000-000-0000 CANTOR TRADING DESK CONTACTS: XXXXX XXXXXXXX 000-000-0000 XXXXXXX XXXXXXXX 000-000-0000 ****************************************************************************** Investors are urged to read the final prospectus supplement relating to these securities because it contains important information regarding the offering that is not included herein. The issuer, any underwriter or any dealer participating in the offering will arrange to send you the final prospectus supplement if you request it by calling toll-free 1-800-503-4611 or e-mailing a request to xxxxxxxxxx.xxxx@xx.xxx. The asset-backed securities referred to in these materials, and the asset pool backing them, are subject to modification or revision (including the possibility that one or more classes of securities may be split, combined or eliminated at any time prior to issuance or availability of a final prospectus) and are offered on a "when, as and if issued" basis. You understand that, when you are considering the purchase of these securities, a contract of sale will come into being no sooner than the date on which the relevant class has been priced and we have confirmed the allocation of securities to be made to you; any "indications of interest" expressed by you, and any "soft circles" generated by us, will not create binding contractual obligations for you or us. Because the asset-backed securities are being offered on a "when, as and if issued" basis, any such contract will terminate, by its terms, without any further obligation or liability between us, if the securities themselves, or the particular class to which the contract relates, are not issued. Because the asset-backed securities are subject to modification or revision, any such contract also is conditioned upon the understanding that no material change will occur with respect to the relevant class of securities prior to the closing date. If a material change does occur ...
DBTCA any affiliate of DBTCA and any RF Lender (or affiliate of any RF Lender) which at the request of the Borrower and with the consent of the Administrative Agent agrees, in such RF Lender’s (or RF Lender affiliate’s) sole discretion, to become a Letter of Credit Issuer for the purpose of issuing Letters of Credit pursuant to Section 1A, and (ii) with respect to the Existing Letters of Credit, the Lender designated as the issuer thereof on Annex IX shall be the Letter of Credit Issuer thereof.
DBTCA hereby accepts its appointment as successor Trustee, Paying Agent and Registrar under the Indenture and accepts the trust created thereby, and assumes all rights, powers, duties and obligations of the Trustee, Paying Agent and Registrar under the Indenture. DBTCA will perform said trust and will exercise said rights, powers, duties, and obligations upon the terms and conditions set forth in the Indenture. DBTCA shall, at the direction and expense of the Issuers, mail the Notice to the security holders in accordance with the provisions of Section 106 and Section 607(e) of the Indenture, as soon as practicable following the execution of this Agreement, but in no event later than January 10, 2003.
DBTCA. The Borrower shall pay on demand therefor from time to time all customary account opening, activity and other administrative fees and charges in connection with the maintenance and disbursement of Cash Collateral.
DBTCA hereby accepts the designation of its Corporate Trust Office and the Issuer Chicago Office as the office or agency of the Issuer in New York, New York and Chicago, Illinois, respectively, where the Securities may be presented for payment, registration or transfer. In addition, DBTCA hereby requests that all notices to DBTCA hereunder or under the Indenture also be delivered to DBTCA at Deutsche Bank National Trust Company Trust & Securities Services 25 DxXxxxxx Avenue, 2xx Xxxxx, Xxxx Xxxx XXX00-0000, Xxxxxx, XX 00000; Telecopy: (000) 000-0000.
DBTCA. (i) confirms that it has received a copy of the Credit Agreement and the other Credit Documents, together with copies of the financial statements referred to therein and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Agreement and to become an Initial C Term Loan Bank, under the Credit Agreement, (ii) agrees that it will, independently and without reliance upon the Administrative Agent or any other Bank and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement, (iii) appoints and authorizes the Administrative Agent and the Collateral Agent to take such action as agent on its behalf and to exercise such powers under the Credit Agreement and the other Credit Documents as are delegated to the Administrative Agent and the Collateral Agent, as the case may be, by the terms thereof, together with such powers as are reasonably incidental thereto and (iv) agrees that it will perform in accordance with their terms all of the obligations which by the terms of the Credit Agreement are required to be performed by it as an Initial C Term Loan Bank. Upon the execution of a counterpart of this Agreement by the Administrative Agent and the Borrower, the delivery to the Administrative Agent of a fully executed copy (including by way of counterparts and by fax) hereof and the payment of any fees (including, without limitation, the upfront fees payable pursuant to the immediately preceding paragraph) required in connection herewith, DBTCA shall become an Initial C Term Loan Bank pursuant to the Credit Agreement and, to the extent provided in this Agreement, shall have the rights and obligations of an Initial C Term Loan Bank thereunder and under the other Credit Documents. You may accept this Agreement by signing the enclosed copies in the space provided below, and returning one copy of same to us before the close of business on January 3, 2003. If you do not so accept this Agreement by such time, our Initial C Term Loan Commitment set forth in this Agreement shall be deemed canceled. After the execution and delivery to the Administrative Agent of a fully executed copy of this Agreement (including by way of counterparts and by fax) by the parties hereto, this Agreement may only be changed, modified or varied by written instrument in accordance with the requirements fo...
DBTCA hereby represents and warrants that it is, and at all times during which this Agreement is in effect shall be, a corporation organized and doing business under the laws of the United States of America or of any State, authorized under such laws to exercise corporate trust powers, having a combined capital and surplus of at least $5,000,000 (determined as provided in Section 6.09 of the Indenture with respect to the Trustee) and subject to supervision or examination by Federal or State authority.
