Direction to Owner Trustee Sample Clauses
The 'Direction to Owner Trustee' clause defines the process by which parties involved in a trust arrangement can instruct the owner trustee to take specific actions or refrain from acting. Typically, this clause outlines who has the authority to give directions, the form such directions must take (such as written instructions), and any limitations or conditions under which the trustee must comply. Its core practical function is to ensure that the trustee acts in accordance with the wishes of the authorized parties, thereby providing a clear mechanism for managing the trust's assets and operations while protecting the trustee from acting outside their mandate.
Direction to Owner Trustee. The Depositor and the Administrator hereby direct the Owner Trustee to execute and deliver this Omnibus Amendment on behalf of the Issuer. The Depositor and the Administrator hereby certify they have the power and authority under the Trust Agreement to direct the Owner Trustee with respect to the foregoing actions and that the above referenced actions are duly authorized pursuant to and in accordance with the Trust Agreement. In addition, the Depositor and the Administrator certify that (i) all conditions precedent to the above referenced actions have been satisfied or waived and (ii) all action taken by the Owner Trustee in connection with this Omnibus Amendment is covered by the fee and indemnification provisions set forth in the Trust Agreement and that the Owner Trustee shall be fully indemnified by the undersigned in connection with action taken pursuant to this Omnibus Amendment.
Direction to Owner Trustee. Pursuant to and in accordance with Section 5.6 of the Trust Agreement, the Administrator hereby directs the Owner Trustee to execute and deliver this Amendment as Owner Trustee, and on behalf of the Issuer. The Administrator hereby certifies and confirms that (a) it has reviewed and approved of this Amendment and the amendment to the Transfer and Servicing Agreement; (b) this direction and such action by the Owner Trustee pursuant to this direction are not contrary to any obligation of the Issuer or the Owner Trustee under, and are consistent with, permitted by and in compliance with the Trust Agreement, and all of the other relevant documents contemplated by the Trust Agreement; (c) the Owner Trustee shall not be liable for the action taken by it in accordance with this Amendment; (d) all conditions precedent necessary for the effectiveness of this Amendment contained in the Trust Agreement and the Transfer and Servicing Agreement have been duly satisfied or waived; and (e) the Owner Trustee’s actions in accordance with this Amendment are covered by Section 7.2(a) of the Trust Agreement.
Direction to Owner Trustee. The Agent, the Lenders and the Holders hereby instruct the Owner Trustee to enter into this Agreement and such other documents necessary to effectuate the intent of this Agreement.
Direction to Owner Trustee. Pursuant to Section 5.3 of the Amended and Restated Trust Agreement, EFCAR, LLC, in its capacity as the Majority Certificateholder, hereby authorizes and directs the Owner Trustee to execute and deliver this Amendment. EFCAR, LLC hereby certifies to the Owner Trustee that (i) it is the Majority Certificateholder and (ii) all conditions precedent to the execution and delivery of this Amendment have been satisfied. The Depositor agrees to indemnify the Owner Trustee against the costs, expenses and liabilities that may be incurred by the Owner Trustee in connection with this Amendment, including without limitation in connection with the waiver described in Section 8 of this Amendment.
Direction to Owner Trustee. Pursuant to Section 5.3 of the Amended and Restated Trust Agreement, EFCAR, LLC, in its capacity as the Depositor and sole Certificate Owner of the Certificates, hereby authorizes and directs the Owner Trustee to execute and deliver this Amendment. EFCAR, LLC hereby certifies to the Owner Trustee that (i) it is the sole Certificate Owner of the Certificates representing 100% of the Percentage Interest in the Trust, (ii) it has the power and authority to direct the Owner Trustee under the Amended and Restated Trust Agreement, (iii) all conditions precedent to the execution and delivery of this Amendment have been satisfied, (iv) the terms of this Amendment are not inconsistent with or in violation of the terms of the Basic Documents and (v) the execution and delivery of this Amendment will not materially and adversely affect the interests of the Noteholders. The Depositor agrees to indemnify the Owner Trustee against the costs, expenses and liabilities that may be incurred by the Owner Trustee in connection with this Amendment, including without limitation in connection with the waiver described in Section 7 of this Amendment.
Direction to Owner Trustee. ALER, as sole Registered Owner under the Trust Agreement, and the Successor Administrative Agent pursuant to Section 4.2(d) of the Trust Agreement, hereby (a) direct the Owner Trustee to execute this Agreement and (b) waive any right to receive prior notice under the Trust Agreement and the other Basic Documents of the amendments contemplated hereby.
Direction to Owner Trustee. The Owner Participant, by its execution of this Agreement, hereby directs the Owner Trustee to execute this Agreement and become a party hereto.
Direction to Owner Trustee. Pursuant to Section 5.3 of the Amended and Restated Trust Agreement, each of EFCAR, LLC, in its capacity as the Certificate Owner of $42,870 nominal principal amount of Book-Entry Certificates, and Exeter Flow Intermediary Trust, in its capacity as the Certificateholder of $30,310 nominal principal amount of Definitive Certificates, hereby authorizes and directs the Owner Trustee to execute and deliver this Amendment. Exeter Flow Intermediary Trust, by execution and delivery of its signature page to this Amendment, hereby certifies to the Owner Trustee that it is the Certificateholder of $30,310 nominal principal amount of Definitive Certificates. EFCAR, LLC hereby certifies to the Owner Trustee that (i) it is the Certificate Owner of $42,870 nominal principal amount of Book-Entry Certificates, (ii) it has provided notice of this Amendment to the Rating Agencies, and (iii) all conditions precedent to the execution and delivery of this Amendment have been satisfied. The Depositor agrees to indemnify the Owner Trustee against the costs, expenses and liabilities that may be incurred by the Owner Trustee in connection with this Amendment, including without limitation in connection with the waiver described in Section 7 of this Amendment.
Direction to Owner Trustee. Pursuant to Section 5.3 of the Amended and Restated Trust Agreement, EFCAR, LLC, in its capacity as the Certificate Owner of $62,950 nominal principal amount of Book-Entry Certificates, hereby authorizes and directs the Owner Trustee to execute and deliver this Amendment. EFCAR, LLC hereby certifies to the Owner Trustee that (i) it is the Certificate Owner of $62,950 nominal principal amount of Book-Entry Certificates, (ii) it has provided notice of the Amendment to the Rating Agencies, and (iii) all conditions precedent to the execution and delivery of this Amendment have been satisfied. The Depositor agrees to indemnify the Owner Trustee against the costs, expenses and liabilities that may be incurred by the Owner Trustee in connection with this Amendment, including without limitation in connection with the waiver described in Section 8 of this Amendment.
Direction to Owner Trustee. The Owner Participant hereby consents to, and authorizes and directs the Owner Trustee to execute and deliver, the Restated Indenture, Second Lease Supplement, this Second Supplemental Participation Agreement, and any certificates or other instruments required in connection herewith or therewith, and to take all other action contemplated hereby and thereby pursuant to the Trust Agreement.