Gentlemen. In accordance with the provisions of SECTION 3.2 of the above-referenced Custodial Agreement, the undersigned, as Custodian, hereby certifies that it has received all of the items listed in SECTION 3.1 of the Custodial Agreement with respect to each Receivable identified on the Receivable Schedule (the "Receivable Schedule") attached hereto dated as of May 1, 1997. The undersigned, as Custodian, confirms that the Receivable number in each Receivables File conforms to the respective Receivable number listed on the Receivable Schedule. Capitalized terms used herein without definition shall have the meanings ascribed to them in the Custodial Agreement. Custodian further certifies that as to each Receivable, Custodian holds the Receivable in its name as custodian for the benefit of [the Seller] [the Trust] [the Indenture Trustee], without written notice (a) of any adverse claims, liens or encumbrances, (b) that any Receivable was overdue or has been dishonored, (c) of evidence on the face of any Receivable or other document in the Receivables File of any security interest therein, or (d) of any defense against or claim to the Receivable by any other party. Custodian makes no representations or warranties as to the validity, legality, sufficiency, enforceability, genuineness or prior recorded status of any of the documents contained in each Receivables File or the collectability, insurability, effectiveness or suitability of any Receivable. Custodian confirms that it holds each Receivable and the other documents in the related Receivables File for the benefit of [the Seller][the Trust][the Indenture Trustee]. Custodian hereby acknowledges and agrees that it is holding such Receivables now and hereafter, from time to time, in its custody or control as bailee for the [the Seller][the Trust][the Indenture Trustee], if the transfer of Receivables is deemed not to be an absolute transfer of such Receivables, subject to the continuing pledge and security interest granted by [Originator][the Seller][the Trust] to [the Seller][the Trust][the Indenture Trustee] under the [Purchase Agreement] [Sale and Servicing Agreement][Indenture]. Upon repurchase or substitution of the Receivables to which this Custodian Certification relates and payment of the applicable repurchase price, the Receivables to which this Custodian Certification relates shall be returned and released by Custodian to [the Seller][the Trust][the Indenture Trustee], and this Custodian Certification shall be and be deemed to be canceled by Custodian and of no force and effect. ________________________ ________________, as Custodian By_______________________ Name: Title: EXHIBIT B REQUEST FOR RELEASE OF DOCUMENTS [DATE] To: [Custodian] Re: Custodial Agreement, dated as of May 1, 1997, by and among Caterpillar Financial Services Corporation (the "Originator"), Caterpillar Financial Services Corporation, as Servicer (the "Servicer"), Caterpillar Financial Funding Corporation (the "Seller"), Caterpillar Financial Asset Trust 1997-A (the "Trust"), The First National Bank of Chicago, as Indenture Trustee (the "Indenture Trustee") and The First National Bank of Chicago, as Custodian ("Custodian") In connection with the administration of the Receivables held by you as Custodian under the above-referenced Custodial Agreement, [_________], on behalf of [________], requests the release, and acknowledges receipt, of the following for the Receivable described below, for the reason indicated:
Appears in 1 contract
Sources: Custodial Agreement (Caterpillar Financial Funding Corp)
Gentlemen. In accordance with the provisions of SECTION 3.2 of the above-referenced Custodial Agreement, the undersigned, as Custodian, hereby certifies that it has received all of the items listed in SECTION 3.1 of the Custodial Agreement with respect to each Receivable identified on the Receivable Schedule (the "Receivable Schedule") attached hereto dated as of May November 1, 1997. The undersigned, as Custodian, confirms that the Receivable number in each Receivables File conforms to the respective Receivable number listed on the Receivable Schedule. Capitalized terms used herein without definition shall have the meanings ascribed to them in the Custodial Agreement. Custodian further certifies that as to each Receivable, Custodian holds the Receivable in its name as custodian for the benefit of [the Seller] [the Trust] [the Indenture Trustee], without written notice (a) of any adverse claims, liens or encumbrances, (b) that any Receivable was overdue or has been dishonored, (c) of evidence on the face of any Receivable or other document in the Receivables File of any security interest therein, or (d) of any defense against or claim to the Receivable by any other party. Custodian makes no representations or warranties as to the validity, legality, sufficiency, enforceability, genuineness or prior recorded status of any of the documents contained in each Receivables File or the collectability, insurability, effectiveness or suitability of any Receivable. Custodian confirms that it holds each Receivable and the other documents in the related Receivables File for the benefit of [the Seller][the Trust][the Indenture Trustee]. Custodian hereby acknowledges and agrees that it is holding such Receivables now and hereafter, from time to time, in its custody or control as bailee for the [the Seller][the Trust][the Indenture Trustee], if the transfer of Receivables is deemed not to be an absolute transfer of such Receivables, subject to the continuing pledge and security interest granted by [Originator][the Seller][the Trust] to [the Seller][the Trust][the Indenture Trustee] under the [Purchase Agreement] [Sale and Servicing Agreement][Indenture]. Upon repurchase or substitution of the Receivables to which this Custodian Certification relates and payment of the applicable repurchase price, the Receivables to which this Custodian Certification relates shall be returned and released by Custodian to [the Seller][the Trust][the Indenture Trustee]Person paying such repurchase price, and this Custodian Certification shall be and be deemed to be canceled by Custodian and of no force and effect. ________________________ ________________------------------------ , ---------------- as Custodian By_______________________ By ----------------------- Name: Title: EXHIBIT B REQUEST FOR RELEASE OF DOCUMENTS [DATE] To: [Custodian] Re: Custodial Agreement, dated as of May November 1, 1997, by and among Caterpillar Financial Services Corporation (the "Originator"), Caterpillar Financial Services Corporation, as Servicer (the "Servicer"), Caterpillar Financial Funding Corporation (the "Seller"), Caterpillar Financial Asset Trust 1997-A B (the "Trust"), The First National Bank of Chicago, as Indenture Trustee (the "Indenture Trustee") and The First National Bank of Chicago, as Custodian ("Custodian") In connection with the administration of the Receivables held by you as Custodian under the above-referenced Custodial Agreement, [_________], on behalf of [________], requests the release, and acknowledges receipt, of the following for the Receivable described below, for the reason indicated:
Appears in 1 contract
Sources: Custodial Agreement (Caterpillar Financial Funding Corp)
Gentlemen. In accordance with the provisions of SECTION 3.2 Section 7.15 of the above-referenced Custodial AgreementIndenture, the undersigned, as CustodianTrustee, hereby certifies that it has received all of the items listed in SECTION 3.1 of the Custodial Agreement with respect that, as to each Receivable identified on the Receivable Schedule Mortgage Loan (the "Receivable Schedule") attached hereto dated as of May 1, 1997. The undersigned, as Custodian, confirms that the Receivable number other than any Mortgage Loan paid in each Receivables File conforms to the respective Receivable number full or listed on the Receivable Schedule. Capitalized terms used herein without definition shall have attachment hereto) it has reviewed the meanings ascribed Trustee Mortgage Loan File and has determined that, except as noted on the Schedule of Exceptions attached hereto: (i) all documents required to them be included in the Custodial AgreementTrustee Mortgage Loan File (as set forth in the definition of "Mortgage Loan Documents" in the Indenture) are in its possession; (ii) such documents have been reviewed by it and appear regular on their face and relate to such Mortgage Loan; and (iii) based on examination by it, and only as to such documents, the information set forth on the schedule to the Indenture accurately reflects the information set forth in the Trustee Mortgage Loan File. Custodian The undersigned further certifies that as to the Trustee's review of each Receivable, Custodian holds Trustee Mortgage Loan File included each of the Receivable procedures listed in its name as custodian for the benefit of [the Seller] [the Trust] [the Indenture Trustee], without written notice (aSection 7.15(a) of any adverse claimsthe Indenture. Except as described herein, liens or encumbrances, (b) that any Receivable was overdue or the Trustee has been dishonored, (c) of evidence on the face not made an independent examination of any Receivable or other document documents contained in the Receivables File of any security interest therein, or (d) of any defense against or claim to the Receivable by any other partyTrustee Mortgage Loan File. Custodian The Trustee makes no representations or warranties as to to: (i) the validity, legality, sufficiency, enforceability, enforceability or genuineness or prior recorded status of any documents contained in any Trustee Mortgage Loan File for any of the documents contained in each Receivables File or Mortgage Loans listed on the collectabilityschedule to the Indenture, (ii) the collectibility, insurability, effectiveness or suitability of any Receivablesuch Mortgage Loan or (iii) whether any Trustee Mortgage Loan File should include any flood insurance policy, any rider, addenda, surety or guaranty agreement, ,power of attorney, buy down agreement, assumption agreement, modification agreement, written assurance or substitution agreement. Custodian confirms that it holds each Receivable Capitalized words and phrases used herein shall have the other documents respective meanings assigned to them in the related Receivables File for the benefit of above-captioned Indenture. ----------------------------------, as Trustee By: ----------------------------- Its: ----------------------------- EXHIBIT A-2 FORM OF TRUSTEE'S FINAL CERTIFICATION [the Seller][the Trust][the Indenture Trustee]. Custodian hereby acknowledges and agrees that it is holding such Receivables now and hereafter, from time to time, in its custody or control as bailee for the [the Seller][the Trust][the Indenture Trustee], if the transfer of Receivables is deemed not to be an absolute transfer of such Receivables, subject to the continuing pledge and security interest granted by [Originator][the Seller][the Trust] to [the Seller][the Trust][the Indenture Trustee] under the [Purchase AgreementDate] [Sale and Servicing Agreement][Indenture]. Upon repurchase or substitution Name] [Address] [Address] Re: Indenture, dated as of the Receivables to which this Custodian Certification relates and payment of the applicable repurchase price, the Receivables to which this Custodian Certification relates shall be returned and released by Custodian to [the Seller][the Trust][the Indenture Trustee], and this Custodian Certification shall be and be deemed to be canceled by Custodian and of no force and effect. ________________________ ___(the "Indenture"), between Union Planters Home Equity Corp. (the "Depositor") and _____________, as Custodian By_______________________ Name: Title: EXHIBIT B REQUEST FOR RELEASE OF DOCUMENTS [DATE] To: [Custodian] Re: Custodial Agreement, dated as of May 1, 1997, by and among Caterpillar Financial Services Corporation (the "Originator"), Caterpillar Financial Services Corporation, as Servicer (the "Servicer"), Caterpillar Financial Funding Corporation (the "Seller"), Caterpillar Financial Asset Trust 1997-A (the "Trust"), The First National Bank of Chicago, as Indenture Trustee (the "Indenture Trustee") and The First National Bank of Chicago, as Custodian ("Custodian") In connection with the administration of the Receivables held by you as Custodian under the above-referenced Custodial Agreement, [_________], on behalf of [________], requests the release, and acknowledges receipt, of the following for the Receivable described below, for the reason indicated:).
Appears in 1 contract
Gentlemen. In accordance with the provisions of SECTION 3.2 Section 6.15 of the above-referenced Custodial AgreementIndenture, the undersigned, as CustodianIndenture Trustee, hereby certifies that it has received all of the items that, as to each Mortgage Loan listed in SECTION 3.1 of the Custodial Agreement with respect to each Receivable identified on the Receivable Mortgage Loan Schedule (the "Receivable Schedule") attached hereto dated as of May 1, 1997. The undersigned, as Custodian, confirms that the Receivable number in each Receivables File conforms to the respective Receivable number Indenture (other than any Mortgage Loan paid in full or listed on the Receivable Schedule. Capitalized terms used herein without definition shall have attachment hereto) it has reviewed the meanings ascribed Mortgage File and has determined that, except as noted on the Schedule of Exceptions attached hereto: (i) all documents required to them be included in the Custodial AgreementMortgage File (as set forth in the definition of "Mortgage Loan Documents" in the Mortgage Loan Sale Agreement referred to in the Indenture) are in its possession; (ii) such documents have been reviewed by it and appear regular on their face and relate to such Mortgage Loan; and (iii) based on examination by it, and only as to such documents, the information set forth on the Mortgage Loan Schedule to the Indenture accurately reflects the information set forth in the Mortgage File. Custodian The undersigned further certifies that as to each Receivable, Custodian holds the Receivable in its name as custodian for the benefit of [the Seller] [the Trust] [the Indenture Trustee], without written notice (a's review of each Mortgage File included each of the procedures listed in Section 6.15(a) of any adverse claimsthe Indenture. Except as described herein, liens or encumbrances, (b) that any Receivable was overdue or the Indenture Trustee has been dishonored, (c) of evidence on the face not made an independent examination of any Receivable or other document documents contained in the Receivables File of any security interest therein, or (d) of any defense against or claim to the Receivable by any other partyMortgage File. Custodian The Indenture Trustee makes no representations or warranties as to to: (i) the validity, legality, sufficiency, enforceability, enforceability or genuineness or prior recorded status of any documents contained in any Mortgage File for any of the documents contained in each Receivables File or Mortgage Loans listed on the collectabilityMortgage Loan Schedule to the Indenture, (ii) the collectibility, insurability, effectiveness or suitability of any Receivablesuch Mortgage Loan or (iii) whether any Mortgage File should include any flood insurance policy, any rider, addenda, surety or guaranty agreement, power of attorney, buy down agreement, assumption agreement, modification agreement, written assurance or substitution agreement. Custodian confirms that it holds each Receivable Capitalized words and phrases used herein shall have the other documents respective meanings assigned to them in the related Receivables File for the benefit of [the Seller][the Trust][the above-captioned Indenture. NORWEST BANK MINNESOTA, NATIONAL ASSOCIATION, as Indenture Trustee]. Custodian hereby acknowledges and agrees that it is holding such Receivables now and hereafter, from time to time, in its custody or control as bailee for the [the Seller][the Trust][the Indenture Trustee], if the transfer of Receivables is deemed not to be an absolute transfer of such Receivables, subject to the continuing pledge and security interest granted by [Originator][the Seller][the Trust] to [the Seller][the Trust][the Indenture Trustee] under the [Purchase Agreement] [Sale and Servicing Agreement][Indenture]. Upon repurchase or substitution of the Receivables to which this Custodian Certification relates and payment of the applicable repurchase price, the Receivables to which this Custodian Certification relates shall be returned and released by Custodian to [the Seller][the Trust][the Indenture Trustee], and this Custodian Certification shall be and be deemed to be canceled by Custodian and of no force and effect. Trustee By:___________________________ Its:________________, as Custodian By_______________________ NameEXHIBIT E-2 FORM OF INDENTURE TRUSTEE'S FINAL CERTIFICATION [Date] National Mortgage Corporation Harlequin Plaza, Suite 330 S 7600 ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇ ▇e: Title: EXHIBIT B REQUEST FOR RELEASE OF DOCUMENTS [DATE] To: [Custodian] Re: Custodial AgreementIndenture, dated as of May September 1, 1997, by and among Caterpillar Financial Services Corporation 1997 (the "OriginatorIndenture"), Caterpillar Financial Services Corporation, as Servicer between Fund America Investors Trust 1997-NMC1 (the "ServicerIssuer")) and Norwest Bank Minnesota, Caterpillar Financial Funding Corporation (the "Seller"), Caterpillar Financial Asset Trust 1997-A (the "Trust"), The First National Bank of ChicagoAssociation, as Indenture Trustee (the "Indenture Trustee") and The First National Bank of Chicago, as Custodian ("Custodian") In connection with the administration of the Receivables held by you as Custodian under the above-referenced Custodial Agreement, [_________], on behalf of [________], requests the release, and acknowledges receipt, of the following for the Receivable described below, for the reason indicated:).
Appears in 1 contract
Sources: Indenture Agreement (Fund America Investors Corp Ii)
Gentlemen. In accordance with the provisions of SECTION Section 3.2 of the above-referenced Custodial Agreement, the undersigned, as Custodian, hereby certifies that it has received all of the items listed in SECTION Section 3.1 of the Custodial Agreement with respect to each Receivable Mortgage Loan identified on the Receivable Mortgage Loan Schedule (the "Receivable Mortgage Loan Schedule") attached hereto dated as of May 1_______, 1997199_. The undersigned, as Custodian, Custodian confirms that the Receivable Mortgage Loan number in each Receivables Mortgage File conforms to the respective Receivable Mortgage Loan number listed on the Receivable Mortgage Loan Schedule and that the "Aggregate Outstanding Principal Amount" set forth above corresponds to like information contained on the Mortgage Loan Schedule. Any exceptions or deficiencies in a Mortgage File which are required by the Custodial Agreement to be reported are set forth in the Master Exception Report dated _________ , 199_ and made a part hereof. Capitalized terms used herein without definition shall have the meanings ascribed to them in the Custodial Agreement. Custodian further certifies that as to each ReceivableMortgage Loan, Custodian holds the Receivable Mortgage Loan in its name as custodian for the benefit of [the SellerDepositor] [the Trust] [the Indenture Trustee], without written notice (a) of any adverse claims, liens or encumbrances, (b) that any Receivable Mortgage Loan was overdue or has been dishonored, (c) of evidence on the face of any Receivable Mortgage Loan or other document in the Receivables Mortgage File of any security interest therein, or (d) of any defense against or claim to the Receivable Mortgage Loan by any other party. Custodian makes no representations or warranties as to the validity, legality, sufficiency, enforceability, genuineness or prior recorded status of any of the documents contained in each Receivables Mortgage File or the collectability, insurability, effectiveness or suitability of any ReceivableMortgage Loan. Custodian confirms that it holds each Receivable Mortgage Loan and the other documents in the related Receivables Mortgage File for the benefit of [the Seller][the Trust][the Indenture Depositor][the Trustee]] and its transferees from time to time. Custodian hereby acknowledges and agrees that it is holding such Receivables Mortgage Loans now and hereafter, from time to time, in its custody or control as agent and bailee for the [the Seller][the Trust][the Indenture Depositor][the Trustee], if the transfer of Receivables Mortgage Loans is deemed not to be an absolute transfer of such ReceivablesMortgage Loans, subject to the continuing pledge and security interest granted by [Originator][the Seller][the TrustOriginator][Depositor] to [the Seller][the Trust][the Indenture Depositor][the Trustee] under the [Purchase Transfer Agreement] [Sale Pooling and Servicing Agreement][IndentureAgreement]. Upon repurchase or substitution of the Receivables Mortgage Loans to which this Custodian Trust Receipt and Certification relates and payment of the applicable repurchase price, the Receivables Mortgage Loans to which this Custodian Trust Receipt and Certification relates shall be returned and released by Custodian to [the Seller][the Trust][the Indenture Depositor][the Trustee], and this Custodian Trust Receipt and Certification shall be and be deemed to be canceled by Custodian and of no force and effect. ________________________ ________________------------------------ ----------------, as Custodian By_______________________ : --------------------- Name: Title: EXHIBIT B REQUEST FOR RELEASE OF DOCUMENTS [DATE] To: [Custodian] Re: Custodial Agreement, dated as of May 1_____, 1997199_, by and among Caterpillar Financial Services the Originators listed on Exhibit C thereto (collectively, the "Originators"), Equicredit Corporation of America, as Representative (the "OriginatorRepresentative"), Caterpillar Financial Services Corporation, ) and as Servicer (the "Servicer"), Caterpillar Financial Funding EQCC Receivables Corporation and EQCC Asset Backed Corporation (collectively, the "SellerDepositors"), Caterpillar Financial Asset Trust 1997-A (the "Trust"), The First National Bank of Chicago[Trustee], as Indenture Trustee (the "Indenture Trustee") and The First National Bank of Chicago[Custodian], as Custodian (the "Custodian") In connection with the administration of the Receivables Mortgage Loans held by you as Custodian under the above-referenced Custodial Agreement, [_________], on behalf of [________], requests the release, and acknowledges receipt, of the following for the Receivable Mortgage Loan described below, for the reason indicated:
Appears in 1 contract
Gentlemen. In accordance with the provisions of SECTION Section 3.2 of the above-referenced Custodial Agreement, the undersigned, as Custodian, hereby certifies that it has received all of the items listed in SECTION Section 3.1 of the Custodial Agreement with respect to each Receivable identified on the Receivable Schedule (the "Receivable Schedule") attached hereto dated as of May July 1, 19971999. The undersigned, as Custodian, confirms that the Receivable number in each Receivables File conforms to the respective Receivable number listed on the Receivable Schedule. Capitalized terms used herein without definition shall have the meanings ascribed to them in the Custodial Agreement. Custodian further certifies that as to each Receivable, Custodian holds the Receivable in its name as custodian for the benefit of [the Seller] [the Trust] [the Indenture Trustee], without written notice (a) of any adverse claims, liens or encumbrances, (b) that any Receivable was overdue or has been dishonored, (c) of evidence on the face of any Receivable or other document in the Receivables File of any security interest therein, or (d) of any defense against or claim to the Receivable by any other party. Custodian makes no representations or warranties as to the validity, legality, sufficiency, enforceability, genuineness or prior recorded status of any of the documents contained in each Receivables File or the collectability, insurability, effectiveness or suitability of any Receivable. Custodian confirms that it holds each Receivable and the other documents in the related Receivables File for the benefit of [the Seller][the Trust][the Indenture Trustee]. Custodian hereby acknowledges and agrees that it is holding such Receivables now and hereafter, from time to time, in its custody or control as bailee for the [the Seller][the Trust][the Indenture Trustee], if the transfer of Receivables is deemed not to be an absolute transfer of such Receivables, subject to the continuing pledge and security interest granted by [Originator][the Seller][the Trust] to [the Seller][the Trust][the Indenture Trustee] under the [Purchase Agreement] [Sale and Servicing Agreement][Indenture]. Upon repurchase or substitution of the Receivables to which this Custodian Certification relates and payment of the applicable repurchase price, the Receivables to which this Custodian Certification Certifi- cation relates shall be returned and released by Custodian to [the Seller][the Trust][the Indenture Trustee]Person paying such repurchase price, and this Custodian Certification shall be and be deemed to be canceled by Custodian and of no force and effect. ________________________ ________________, __ as Custodian By_______________________________________ Name: Title: EXHIBIT B REQUEST FOR RELEASE OF DOCUMENTS [DATE] To: [Custodian] Re: Custodial Agreement, dated as of May July 1, 19971999, by and among Caterpillar Financial Services Corporation (the "Originator"), Caterpillar Financial Services Corporation, as Servicer (the "Servicer"), Caterpillar Financial Funding Corporation (the "Seller"), Caterpillar Financial Asset Trust 19971999-A (the "Trust"), The First National Bank of Chicago, as Indenture Trustee (the "Indenture Trustee") and The First National Bank of Chicago, as Custodian ("Custodian") In connection with the administration of the Receivables held by you as Custodian under the above-referenced Custodial Agreement, [_________], on behalf of [________], requests the release, and acknowledges receipt, of the following for the Receivable described below, for the reason indicated:
Appears in 1 contract
Sources: Custodial Agreement (Caterpillar Financial Funding Corp)
Gentlemen. In accordance with the provisions of SECTION 3.2 of the above-referenced Custodial Agreement, the undersigned, as Custodian, hereby certifies that it has received all of the items listed in SECTION 3.1 of the Custodial Agreement with respect to each Receivable identified on the Receivable Schedule (the "Receivable Schedule") attached hereto dated as of May 1, 1997. The undersigned, as Custodian, confirms that the Receivable number in each Receivables File conforms to the respective Receivable number listed on the Receivable Schedule. Capitalized terms Terms used herein without definition but not otherwise defined herein shall have the meanings ascribed to them set forth in the Custodial Credit Agreement. Custodian further certifies Borrower desires to obtain an advance of proceeds of the Revolving Loan and the Mezzanine Loan to acquire property commonly known as W▇▇▇▇▇ Ranch. Following such acquisition, Borrower would not be able to comply with the covenants set forth in Section 9.1(a) (the Debt to Total Asset Value Ratio), Section 9.1(b) (the Fixed Charge Coverage Ratio) and Section 9.1(c) (the Implied Debt Service Coverage Ratio) (collectively, the “Financial Covenants”). Borrower has requested that the Lenders provide a temporary waiver of the Financial Covenants. Based upon the foregoing and subject to the execution and delivery of this letter by Borrower, Guarantors, Agent and the Lenders, this letter shall confirm that the Lenders shall waive compliance with the Financial Covenants through the period ending December 31, 2006. Until such time as the Borrower is able to each Receivablecomply with the Financial Covenants, Custodian holds Borrower shall, except as otherwise provided in the Receivable in its name as custodian Credit Agreement, cause the net proceeds of any Equity Issuance (gross proceeds less reasonable and customary costs of sale and issuance paid to Persons not Affiliates of any Obligor) to be paid to the Agent under the Mezzanine Loan Agreement for the benefit account of [the Seller] [applicable lenders thereunder within three days of receipt of such proceeds as a prepayment of the Trust] [Mezzanine Loans. In addition, Borrower acknowledges that the Indenture Trustee]advance under the Loan with respect to W▇▇▇▇▇ Ranch shall not exceed the amount advanced by Lenders at closing. Borrower further agrees that, without written notice (a) of any adverse claims, liens or encumbrances, (b) that any Receivable was overdue or has been dishonored, (c) of evidence on the face of any Receivable or other document in the Receivables File event of an assignment by a Lender of its Note or any security interest therein, or (d) Borrower shall upon the request of any defense against or claim Agent obtain a UCC insurance policy satisfactory to Agent insuring the priority of Agent’s lien in the collateral pledged pursuant to the Receivable by any other partyPledge Agreement. Custodian makes By execution hereof Borrower and Guarantors certify that each such Person is and will be in compliance with all covenants under the Loan Documents after the execution and delivery of this letter, and that no representations Default or warranties Event of Default has occurred and is continuing. Except as to the validityhereinabove set forth, legalityall terms, sufficiency, enforceability, genuineness or prior recorded status of any covenants and provisions of the documents contained in each Receivables File or the collectability, insurability, effectiveness or suitability of any Receivable. Custodian confirms that it holds each Receivable Credit Agreement and the other documents Loan Documents remain unaltered and in full force and effect and the related Receivables File for parties hereto do hereby expressly ratify and confirm the benefit of [Credit Agreement and the Seller][the Trust][the Indenture Trustee]other Loan Documents. Custodian hereby acknowledges Nothing in this letter shall be deemed or construed to constitute, and agrees that it is holding such Receivables now and hereafterthere has not otherwise occurred, from time to timea novation, in its custody or control as bailee for the [the Seller][the Trust][the Indenture Trustee]cancellation, if the transfer of Receivables is deemed not to be an absolute transfer of such Receivablessatisfaction, subject to the continuing pledge and security interest granted by [Originator][the Seller][the Trust] to [the Seller][the Trust][the Indenture Trustee] under the [Purchase Agreement] [Sale and Servicing Agreement][Indenture]. Upon repurchase release, extinguishment, or substitution of the Receivables to which this Custodian Certification relates indebtedness evidenced by the Notes or the other obligations of Borrower and payment of Guarantors under the applicable repurchase priceLoan Documents. By execution hereof, Borrower and Guarantors acknowledge that NNN Apartment REIT Holdings, L.P. October 31, 2006 Page 2 the Receivables to which this Custodian Certification relates shall be returned Agent and released by Custodian to [the Seller][the Trust][the Indenture Trustee]Lenders have made no agreement, and this Custodian Certification are in no way obligated, to grant any future extension, waiver, indulgence or consent. This letter shall constitute a Loan Document. This letter may be executed in any number of counterparts which shall together constitute but one and be deemed to be canceled by Custodian the same agreement. WACHOVIA BANK, NATIONAL ASSOCIATION, individually and of no force and effectas Agent By: /s/ C▇▇▇▇ ▇. ________________________ ________________, as Custodian By_______________________ ▇▇▇▇▇ Name: C▇▇▇▇ ▇. ▇▇▇▇▇ Title: EXHIBIT B REQUEST FOR RELEASE OF DOCUMENTS [DATE] ToManaging Director NNN APARTMENT REIT HOLDINGS, L.P., a Virginia limited partnership By: [Custodian] ReNNN Apartment REIT, Inc., a Maryland corporation, its General Partner By: Custodial Agreement/s/ S▇▇▇▇▇▇ K S J▇▇▇▇▇▇ Name: S▇▇▇▇▇▇ K S J▇▇▇▇▇▇ Title: Chief Financial Officer NNN Apartment REIT Holdings, dated as of May 1L.P. October 31, 1997, by and among Caterpillar Financial Services Corporation (the "Originator"), Caterpillar Financial Services Corporation, as Servicer (the "Servicer"), Caterpillar Financial Funding Corporation (the "Seller"), Caterpillar Financial Asset Trust 1997-A (the "Trust"), The First National Bank of Chicago, as Indenture Trustee (the "Indenture Trustee") and The First National Bank of Chicago, as Custodian ("Custodian") In connection with the administration of the Receivables held by you as Custodian under the above-referenced Custodial Agreement, [_________], on behalf of [________], requests the release, and acknowledges receipt, of the following for the Receivable described below, for the reason indicated:2006 Page 3
Appears in 1 contract
Sources: Mezzanine Credit Agreement (NNN Apartment REIT, Inc.)
Gentlemen. In accordance with the provisions of SECTION Section 3.2 of the above-referenced Custodial Agreement, the undersigned, as Custodian, hereby certifies that it has received all of the items listed in SECTION Section 3.1 of the Custodial Agreement with respect to each Receivable Mortgage Loan identified on the Receivable Mortgage Loan Schedule (the "Receivable Mortgage Loan Schedule") attached hereto dated as of May 1March __, 1997. The undersigned, as Custodian, Custodian confirms that the Receivable Mortgage Loan number in each Receivables Mortgage File conforms to the respective Receivable Mortgage Loan number listed on the Receivable Mortgage Loan Schedule and that the "Aggregate Outstanding Principal Amount" set forth above corresponds to like information contained on the Mortgage Loan Schedule. Any exceptions or deficiencies in a Mortgage File which are required by the Custodial Agreement to be reported are set forth in the Master Exception Report dated March __, 1997 and made a part hereof. Capitalized terms used herein without definition shall have the meanings ascribed to them in the Custodial Agreement. Custodian further certifies that as to each ReceivableMortgage Loan, Custodian holds the Receivable Mortgage Loan in its name as custodian for the benefit of [the SellerDepositor] [the Trust] [the Indenture Trustee], without written notice (a) of any adverse claims, liens or encumbrances, (b) that any Receivable Mortgage Loan was overdue or has been dishonored, (c) of evidence on the face of any Receivable Mortgage Loan or other document in the Receivables Mortgage File of any security interest therein, or (d) of any defense against or claim to the Receivable Mortgage Loan by any other party. Custodian makes no representations or warranties as to the validity, legality, sufficiency, enforceability, genuineness or prior recorded status of any of the documents contained in each Receivables Mortgage File or the collectability, insurability, effectiveness or suitability of any ReceivableMortgage Loan. Custodian confirms that it holds each Receivable Mortgage Loan and the other documents in the related Receivables Mortgage File for the benefit of [the Seller][the Trust][the Indenture Depositor][the Trustee]] and its transferees from time to time. Custodian hereby acknowledges and agrees that it is holding such Receivables Mortgage Loans now and hereafter, from time to time, in its custody or control as agent and bailee for the [the Seller][the Trust][the Indenture Depositor][the Trustee], if the transfer of Receivables Mortgage Loans is deemed not to be an absolute transfer of such ReceivablesMortgage Loans, subject to the continuing pledge and security interest granted by [Originator][the Seller][the TrustOriginator][Depositor] to [the Seller][the Trust][the Indenture Depositor][the Trustee] under the [Purchase Transfer Agreement] [Sale Pooling and Servicing Agreement][IndentureAgreement]. Upon repurchase or substitution of the Receivables Mortgage Loans to which this Custodian Trust Receipt and Certification relates and payment of the applicable repurchase price, the Receivables Mortgage Loans to which this Custodian Trust Receipt and Certification relates shall be returned and released by Custodian to [the Seller][the Trust][the Indenture Depositor][the Trustee], and this Custodian Trust Receipt and Certification shall be and be deemed to be canceled by Custodian and of no force and effect. ________________________ ________________------------------------ ----------------, as Custodian By_______________________ Name: Title: EXHIBIT B REQUEST FOR RELEASE OF DOCUMENTS [DATE] To: [Custodian] Re: Custodial Agreement, dated as of May March 1, 1997, by and among Caterpillar Financial Services the Originators listed on Exhibit C thereto (collectively, the "Originators"), Equicredit Corporation of America, as Representative (the "OriginatorRepresentative"), Caterpillar Financial Services Corporation, ) and as Servicer (the "Servicer"), Caterpillar Financial Funding EQCC Receivables Corporation and EQCC Asset Backed Corporation (collectively, the "SellerDepositors"), Caterpillar Financial Asset Trust 1997-A (the "Trust"), The First Bank National Bank of ChicagoAssociation, as Indenture Trustee (the "Indenture Trustee") and The First National Bank of ChicagoBoston, as Custodian (the "Custodian") In connection with the administration of the Receivables Mortgage Loans held by you as Custodian under the above-referenced Custodial Agreement, [_________], on behalf of [________], requests the release, and acknowledges receipt, of the following for the Receivable Mortgage Loan described below, for the reason indicated:
Appears in 1 contract
Gentlemen. In accordance with Section 2.03 of the provisions of SECTION 3.2 of Company's Standard Terms to Pooling and Servicing Agreement (January 2001 Edition) (the "Standard Terms"), which are incorporated by reference into the above-referenced Custodial Pooling and Servicing Agreement, the undersigned, as CustodianTrustee, hereby certifies that it has received all of the items that, as to each Mortgage Loan listed in SECTION 3.1 of the Custodial Agreement with respect to each Receivable identified on the Receivable Mortgage Loan Schedule (the "Receivable Schedule") attached hereto dated as of May 1, 1997. The undersigned, as Custodian, confirms that the Receivable number in each Receivables File conforms to the respective Receivable number Pooling and Servicing Agreement (other than any Mortgage Loan paid in full or listed on the Receivable Schedule. Capitalized terms used herein without definition shall have attachment hereto) it, or a Custodian on its behalf, has reviewed the meanings ascribed Trustee Mortgage Loan File and has determined that, except as noted on the Schedule of Exceptions attached hereto: (i) all documents required to them be included in the Custodial AgreementTrustee Mortgage Loan File (as set forth in the definition of "Trustee Mortgage Loan File" in the Standard Terms) are in its possession or in the possession of a Custodian on its behalf; (ii) such documents have been reviewed by it, or a Custodian on its behalf, and appear regular on their face and relate to such Mortgage Loan; and (iii) based on examination by it, or by a Custodian on its behalf, and only as to such documents, the information set forth on the Mortgage Loan Schedule to the Pooling and Servicing Agreement accurately reflects the information set forth in the Trustee Mortgage Loan File. Custodian The undersigned further certifies that as to the Trustee's review, or the review of its Custodian, of each Receivable, Custodian holds Trustee Mortgage Loan File included each of the Receivable procedures listed in its name as custodian for the benefit of [the Seller] [the Trust] [the Indenture Trustee], without written notice (aSection 2.03(c)(1) of the Standard Terms. Except as described herein, neither the Trustee, nor any adverse claimsCustodian on its behalf, liens or encumbrances, (b) that any Receivable was overdue or has been dishonored, (c) of evidence on the face made an independent examination of any Receivable or other document documents contained in the Receivables File of any security interest therein, or (d) of any defense against or claim to the Receivable by any other partyTrustee Mortgage Loan File. Custodian The Trustee makes no representations or warranties as to to: (i) the validity, legality, sufficiency, enforceability, enforceability or genuineness or prior recorded status of any documents contained in any Trustee Mortgage Loan File for any of the documents contained in each Receivables File or Mortgage Loans listed on the collectabilityMortgage Loan Schedule to the Pooling and Servicing Agreement, (ii) the collectibility, insurability, effectiveness or suitability of any Receivablesuch Mortgage Loan or (iii) whether any Trustee Mortgage Loan File should include any assumption agreement, modification agreement, written assurance or substitution agreement. Custodian confirms that it holds each Receivable Capitalized words and phrases used herein shall have the other documents respective meanings assigned to them in the related Receivables File for the benefit of [the Seller][the Trust][the Indenture Trustee]. Custodian hereby acknowledges and agrees that it is holding such Receivables now and hereafter, from time to time, in its custody or control as bailee for the [the Seller][the Trust][the Indenture Trustee], if the transfer of Receivables is deemed not to be an absolute transfer of such Receivables, subject to the continuing pledge and security interest granted by [Originator][the Seller][the Trust] to [the Seller][the Trust][the Indenture Trustee] under the [Purchase Agreement] [Sale above-captioned Pooling and Servicing Agreement][Indenture]Agreement (the "Pooling and Servicing Agreement"). Upon repurchase or substitution of the Receivables to which this Custodian Certification relates and payment of the applicable repurchase price, the Receivables to which this Custodian Certification relates shall be returned and released by Custodian to [the Seller][the Trust][the Indenture Trustee], and this Custodian Certification shall be and be deemed to be canceled by Custodian and of no force and effect. TRUSTEE] By: ______________________________________ Its: ________________, as Custodian By_______________________ NameEXHIBIT 2-B FORM OF FINAL CERTIFICATION [Date] Bombardier Capital Mortgage Securitization Corporation ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: Title: EXHIBIT B REQUEST FOR RELEASE OF DOCUMENTS [DATE] To: [Custodian] Re: Custodial Agreement, dated as of May 1, 1997, by and among Caterpillar Financial Services Corporation (the "Originator"), Caterpillar Financial Services Corporation, as Servicer (the "Servicer"), Caterpillar Financial Funding Corporation (the "Seller"), Caterpillar Financial Asset Trust 1997-A (the "Trust"), The First National Bank of Chicago, as Indenture Trustee (the "Indenture Trustee") and The First National Bank of Chicago, as Custodian ("Custodian") In connection with the administration of the Receivables held by you as Custodian under the above-referenced Custodial Agreement, [_________]___________] Bombardier Capital Inc. ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, on behalf of ▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: [________]____________] Re: Pooling and Servicing Agreement, requests the releasedated as of ____________ 1, 20__, among Bombardier Capital Mortgage Securitization Corporation, Bombardier Capital Inc., as Servicer, and acknowledges receipt________________________, of the following for the Receivable described belowas Trustee, for the reason indicated:Pass-Through Certificates, ____________________ BCMSC Trust 20___ - ____________.
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Bombardier Capital Mortgage Securitization Corp)
Gentlemen. In accordance with the provisions of SECTION Section 3.2 of the above-referenced Custodial Agreement, the undersigned, as Custodian, hereby certifies that it has received all of the items listed in SECTION Section 3.1 of the Custodial Agreement with respect to each Receivable Mortgage Loan identified on the Receivable Mortgage Loan Schedule (the "Receivable Mortgage Loan Schedule") attached hereto dated as of May 1_______, 1997199_. The undersigned, as Custodian, Custodian confirms that the Receivable Mortgage Loan number in each Receivables Mortgage File conforms to the respective Receivable Mortgage Loan number listed on the Receivable Mortgage Loan Schedule and that the "Aggregate Outstanding Principal Amount" set forth above corresponds to like information contained on the Mortgage Loan Schedule. Any exceptions or deficiencies in a Mortgage File which are required by the Custodial Agreement to be reported are set forth in the Master Exception Report dated _________ , 199_ and made a part hereof. Capitalized terms used herein without definition shall have the meanings ascribed to them in the Custodial Agreement. Custodian further certifies that as to each ReceivableMortgage Loan, Custodian holds the Receivable Mortgage Loan in its name as custodian for the benefit of [the SellerDepositor] [the Trust] [the Indenture Trustee], without written notice (a) of any adverse claims, liens or encumbrances, (b) that any Receivable Mortgage Loan was overdue or has been dishonored, (c) of evidence on the face of any Receivable Mortgage Loan or other document in the Receivables Mortgage File of any security interest therein, or (d) of any defense against or claim to the Receivable Mortgage Loan by any other party. Custodian makes no representations or warranties as to the validity, legality, sufficiency, enforceability, genuineness or prior recorded status of any of the documents contained in each Receivables Mortgage File or the collectability, insurability, effectiveness or suitability of any ReceivableMortgage Loan. Custodian confirms that it holds each Receivable Mortgage Loan and the other documents in the related Receivables Mortgage File for the benefit of [the Seller][the Trust][the Indenture Depositor][the Trustee]] and its transferees from time to time. Custodian hereby acknowledges and agrees that it is holding such Receivables Mortgage Loans now and hereafter, from time to time, in its custody or control as agent and bailee for the [the Seller][the Trust][the Indenture Depositor][the Trustee], if the transfer of Receivables Mortgage Loans is deemed not to be an absolute transfer of such ReceivablesMortgage Loans, subject to the continuing pledge and security interest granted by [Originator][the Seller][the TrustOriginator][Depositor] to [the Seller][the Trust][the Indenture Depositor][the Trustee] under the [Purchase Transfer Agreement] [Sale Pooling and Servicing Agreement][IndentureAgreement]. Upon repurchase or substitution of the Receivables Mortgage Loans to which this Custodian Trust Receipt and Certification relates and payment of the applicable repurchase price, the Receivables Mortgage Loans to which this Custodian Trust Receipt and Certification relates shall be returned and released by Custodian to [the Seller][the Trust][the Indenture Depositor][the Trustee], and this Custodian Trust Receipt and Certification shall be and be deemed to be canceled by Custodian and of no force and effect. ________________________ ________________------------------------ ----------------, as Custodian By_______________________ Name: Title: EXHIBIT B REQUEST FOR RELEASE OF DOCUMENTS [DATE] To: [Custodian] Re: Custodial Agreement, dated as of May 1, 1997, by and among Caterpillar Financial Services the Originators listed on Exhibit C thereto (collectively, the "Originators"), Equicredit Corporation of America, as Representative (the "OriginatorRepresentative"), Caterpillar Financial Services Corporation, ) and as Servicer (the "Servicer"), Caterpillar Financial Funding EQCC Receivables Corporation and EQCC Asset Backed Corporation (collectively, the "SellerDepositors"), Caterpillar Financial Asset Trust 1997-A (the "Trust"), The First Bank National Bank of ChicagoAssociation, as Indenture Trustee (the "Indenture Trustee") and The First National Bank of ChicagoBankBoston, N.A., as Custodian (the "Custodian") In connection with the administration of the Receivables Mortgage Loans held by you as Custodian under the above-referenced Custodial Agreement, [_________], on behalf of [________], requests the release, and acknowledges receipt, of the following for the Receivable Mortgage Loan described below, for the reason indicated:
Appears in 1 contract
Gentlemen. In accordance with the provisions of SECTION 3.2 Section 7.15 of the above-referenced Custodial AgreementIndenture, the undersigned, as CustodianTrustee, hereby certifies that it has received all of the items listed in SECTION 3.1 of the Custodial Agreement with respect that, as to each Receivable identified on the Receivable Schedule Mortgage Loan (the "Receivable Schedule") attached hereto dated as of May 1, 1997. The undersigned, as Custodian, confirms that the Receivable number other than any Mortgage Loan paid in each Receivables File conforms to the respective Receivable number full or listed on the Receivable Schedule. Capitalized terms used herein without definition shall have attachment hereto) it has reviewed the meanings ascribed Trustee Mortgage Loan File and has determined that, except as noted on the Schedule of Exceptions attached hereto: (i) all documents required to them be included in the Custodial AgreementTrustee Mortgage Loan File (as set forth in the definition of "Mortgage Loan Documents" in the Indenture) are in its possession; (ii) such documents have been reviewed by it and appear regular on their face and relate to such Mortgage Loan; and (iii) based on examination by it, and only as to such documents, the information set forth on the schedule to the Indenture accurately reflects the information set forth in the Trustee Mortgage Loan File. Custodian The undersigned further certifies that as to the Trustee's review of each Receivable, Custodian holds Trustee Mortgage Loan File included each of the Receivable procedures listed in its name as custodian for the benefit of [the Seller] [the Trust] [the Indenture Trustee], without written notice (aSection 7.15(a) of any adverse claimsthe Indenture. Except as described herein, liens or encumbrances, (b) that any Receivable was overdue or the Trustee has been dishonored, (c) of evidence on the face not made an independent examination of any Receivable or other document documents contained in the Receivables File of any security interest therein, or (d) of any defense against or claim to the Receivable by any other partyTrustee Mortgage Loan File. Custodian The Trustee makes no representations or warranties as to to: (i) the validity, legality, sufficiency, enforceability, enforceability or genuineness or prior recorded status of any documents contained in any Trustee Mortgage Loan File for any of the documents contained in each Receivables File or Mortgage Loans listed on the collectabilityschedule to the Indenture, (ii) the collectibility, insurability, effectiveness or suitability of any Receivablesuch Mortgage Loan or (iii) whether any Trustee Mortgage Loan File should include any flood insurance policy, any rider, addenda, surety or guaranty agreement, ,power of attorney, buy down agreement, assumption agreement, modification agreement, written assurance or substitution agreement. Custodian confirms that it holds each Receivable Capitalized words and phrases used herein shall have the other documents respective meanings assigned to them in the related Receivables File for the benefit of [the Seller][the Trust][the Indenture Trustee]above-captioned Indenture. Custodian hereby acknowledges and agrees that it is holding such Receivables now and hereafter----------------------------------, from time to time, in its custody or control as bailee for the [the Seller][the Trust][the Indenture Trustee], if the transfer of Receivables is deemed not to be an absolute transfer of such Receivables, subject to the continuing pledge and security interest granted by [Originator][the Seller][the Trust] to [the Seller][the Trust][the Indenture Trustee] under the [Purchase Agreement] [Sale and Servicing Agreement][Indenture]. Upon repurchase or substitution of the Receivables to which this Custodian Certification relates and payment of the applicable repurchase price, the Receivables to which this Custodian Certification relates shall be returned and released by Custodian to [the Seller][the Trust][the Indenture Trustee], and this Custodian Certification shall be and be deemed to be canceled by Custodian and of no force and effect. Trustee By: ____________________________ Its: ________________, as Custodian By_______________________ EXHIBIT A-2 FORM OF TRUSTEE'S FINAL CERTIFICATION [Date] [Name: Title: EXHIBIT B REQUEST FOR RELEASE OF DOCUMENTS ] [DATEAddress] To: [CustodianAddress] Re: Custodial AgreementIndenture, dated as of May ________ 1, 1997, by and among Caterpillar Financial Services Corporation 1997 (the "OriginatorIndenture"), Caterpillar Financial Services Corporation, as Servicer between Union Planters Mortgage Finance Corp. (the "Servicer"), Caterpillar Financial Funding Corporation (the "Seller"), Caterpillar Financial Asset Trust 1997-A (the "Trust"), The First National Bank of Chicago, as Indenture Trustee (the "Indenture TrusteeDepositor") and The First National Bank of Chicago, as Custodian ("Custodian") In connection with the administration of the Receivables held by you as Custodian under the above-referenced Custodial Agreement, [_________], on behalf of [________], requests as Trustee (the release, and acknowledges receipt, of the following for the Receivable described below, for the reason indicated:"Trustee").
Appears in 1 contract
Gentlemen. In accordance with the provisions of SECTION 3.2 Section 2.01 of the above-referenced Custodial captioned Pooling Agreement (the "Pooling Agreement"), for each Mortgage Loan listed in the undersignedMortgage Loan Schedule (other than any Mortgage Loan listed in the attached schedule), as Custodian, hereby certifies that it has received all the original Mortgage Note, endorsed either (A) in blank or (B) in the following form: "Pay to the order of Deutsche Bank National Trust Company, as Trustee under the items listed in SECTION 3.1 of the Custodial Agreement with respect to each Receivable identified on the Receivable Schedule (the "Receivable Schedule") attached hereto Pooling Agreement, dated as of May January 1, 19972004, among Morgan Stanley Mortgage Capital Inc., Morgan Stanley ABS Capital I Inc. ▇▇▇ D▇▇▇▇▇▇▇ Bank National Trust Com▇▇▇▇, M▇▇▇▇▇ ▇tanley ABS Capital I Inc. Trust, Series 2004-SD1, without reco▇▇▇▇," ▇▇ ▇▇▇▇ respect to any lost Mortgage Note, an original Lost Note Affidavit, together with a copy of the related Mortgage Note. Based on its review and examination and only as to the foregoing documents, such documents appear regular on their face and related to such Mortgage Loan. The undersigned, as Custodian, confirms that the Receivable number Custodian has made no independent examination of any documents contained in each Receivables Mortgage File conforms to beyond the respective Receivable number listed on the Receivable Schedule. Capitalized terms used herein without definition shall have the meanings ascribed to them review specifically required in the Custodial Pooling Agreement. Custodian further certifies that as to each Receivable, Custodian holds the Receivable in its name as custodian for the benefit of [the Seller] [the Trust] [the Indenture Trustee], without written notice (a) of any adverse claims, liens or encumbrances, (b) that any Receivable was overdue or has been dishonored, (c) of evidence on the face of any Receivable or other document in the Receivables File of any security interest therein, or (d) of any defense against or claim to the Receivable by any other party. The Custodian makes no representations or warranties as to to: (i) the validity, legality, sufficiency, enforceability, enforceability or genuineness or prior recorded status of any of the documents contained in each Receivables Mortgage File of any of the Mortgage Loans identified on the Mortgage Loan Schedule, or (ii) the collectabilitycollectibility, insurability, perfection, priority, effectiveness or suitability of any Receivablesuch Mortgage Loan. Notwithstanding anything herein to the contrary, the Custodian confirms has made no determination and makes no representations as to whether (i) any endorsement is sufficient to transfer all right, title and interest of the party so endorsing, as Noteholder or assignee thereof, in and to that it holds each Receivable Mortgage Note or (ii) any assignment is in recordable form or sufficient to effect the assignment of and transfer to the other documents assignee thereof, under the Mortgage to which the assignment relates. Capitalized words and phrases used herein shall have the respective meanings assigned to them in the related Receivables File for the benefit of Pooling Agreement. DEUTSCHE BANK NATIONAL TRUST COMPANY, as Custodian By: ------------------------------------------ Name: ------------------------------------- Title: ------------------------------------ EXHIBIT G MORTGAGE LOAN PURCHASE AGREEMENT [the Seller][the Trust][the Indenture Trustee]. Custodian hereby acknowledges and agrees that it is holding such Receivables now and hereafter, from time to time, in its custody or control as bailee for the See Tab 2] EXHIBIT H EXHIBIT I [the Seller][the Trust][the Indenture Trustee], if the transfer of Receivables is deemed not to be an absolute transfer of such Receivables, subject to the continuing pledge and security interest granted by [Originator][the Seller][the TrustReserved] to [the Seller][the Trust][the Indenture Trustee] under the [Purchase Agreement] [Sale and Servicing Agreement][Indenture]. Upon repurchase or substitution of the Receivables to which this Custodian Certification relates and payment of the applicable repurchase price, the Receivables to which this Custodian Certification relates shall be returned and released by Custodian to [the Seller][the Trust][the Indenture Trustee], and this Custodian Certification shall be and be deemed to be canceled by Custodian and of no force and effect. ________________________ ____EXHIBIT J FORM OF INVESTMENT LETTER ____________, as Custodian By_____________________20__ NameMorgan Stanley ABS Capital I Inc. 1585 Broadway New York, New York 100▇▇ ▇▇▇e▇▇▇▇▇: TitleMichelle Wilke Deu▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇s Trustee, 17▇▇ ▇▇▇▇ ▇▇. ▇▇drew Place Santa Ana, California 92705 Attention: EXHIBIT B REQUEST FOR RELEASE OF DOCUMENTS [DATE] To: [Custodian] Tru▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇▇▇ - ▇▇▇▇▇▇ Re: Custodial AgreementMorgan Stanley ABS Capital I Inc. Trust 2004-SD1, dated ▇▇▇▇▇▇▇e Pass-Through Certificates, Series 2004-SD1 Ladies and Gentlemen: In connection with our acquisition of the above Certificates we certify that (a) we understand that the Certificates are not being registered under the Securities Act of 1933, as of May 1, 1997, by and among Caterpillar Financial Services Corporation amended (the "OriginatorAct"), Caterpillar Financial Services Corporationor any state securities laws and are being transferred to us in a transaction that is exempt from the registration requirements of the Act and any such laws, (b) we have such knowledge and experience in financial and business matters that we are capable of evaluating the merits and risks of investments in the Certificates, (c) we have had the opportunity to ask questions of and receive answers from the Depositor concerning the purchase of the Certificates and all matters relating thereto or any additional information deemed necessary to our decision to purchase the Certificates, (d) either (i) we are not an employee benefit plan that is subject to Section 406 of the Employee Retirement Income Security Act of 1974, as Servicer amended, or a plan or arrangement that is subject to Section 4975 of the Internal Revenue Code of 1986, as amended, nor are we acting on behalf of any such plan or arrangement nor using the assets of any such plan or arrangement to effect such acquisition or (ii) (except in the case of a Class R, Class X or Class P Certificate) we are an insurance company that is purchasing this certificate with funds contained in an "insurance company general account" (as such term is defined in Section V(e) of Prohibited Transaction Class Exemption 95-60 ("PTCE 95-60") and the purchase and holding of such Certificates are covered under Sections I and III of PTCE 95-60, (e) we have not, nor has anyone acting on our behalf offered, transferred, pledged, sold or otherwise disposed of the Certificates, any interest in the Certificates or any other similar security to, or solicited any offer to buy or accept a transfer, pledge or other disposition of the Certificates, any interest in the Certificates or any other similar security from, or otherwise approached or negotiated with respect to the Certificates, any interest in the Certificates or any other similar security with, any person in any manner, or made any general solicitation by means of general advertising or in any other manner, or taken any other action, that would constitute a distribution of the Certificates under the Securities Act or that would render the disposition of the Certificates a violation of Section 5 of the Securities Act or require registration pursuant thereto, nor will act, nor has authorized or will authorize any person to act, in such manner with respect to the Certificates, (f) to the extent that the Certificate transferred is a Class X Certificate, we are a bankruptcy-remote entity and (g) we are a "qualified institutional buyer" as that term is defined in Rule 144A under the Securities Act and have completed either of the forms of certification to that effect attached hereto as Annex 1 or Annex 2. We are aware that the sale to us is being made in reliance on Rule 144A. We are acquiring the Certificates for our own account or for resale pursuant to Rule 144A and further, understand that such Certificates may be resold, pledged or transferred only (i) to a person reasonably believed to be a qualified institutional buyer that purchases for its own account or for the account of a qualified institutional buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (ii) pursuant to another exemption from registration under the Securities Act. ANNEX 1 TO EXHIBIT J QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A -------------------------------------------------------- [For Transferees Other Than Registered Investment Companies] The undersigned (the "Servicer"), Caterpillar Financial Funding Corporation (the "Seller"), Caterpillar Financial Asset Trust 1997-A (the "Trust"), The First National Bank of Chicago, as Indenture Trustee (the "Indenture TrusteeBuyer") and The First National Bank of Chicago, hereby certifies as Custodian ("Custodian") In connection follows to the parties listed in the Rule 144A Transferee Certificate to which this certification relates with respect to the administration of the Receivables held by you as Custodian under the above-referenced Custodial Agreement, [_________], on behalf of [________], requests the release, and acknowledges receipt, of the following for the Receivable Certificates described below, for the reason indicatedtherein:
Appears in 1 contract
Sources: Pooling Agreement (Morgan Stanley Abs Capital I Inc Trust Series 2004-Sd1)
Gentlemen. In accordance with the provisions of SECTION Section 3.2 of the above-referenced Custodial Agreement, the undersigned, as Custodian, hereby certifies that it has received all of the items listed in SECTION Section 3.1 of the Custodial Agreement with respect to each Receivable Mortgage Loan identified on the Receivable Mortgage Loan Schedule (the "Receivable Mortgage Loan Schedule") attached hereto dated as of May 1_______, 1997199_. The undersigned, as Custodian, Custodian confirms that the Receivable Mortgage Loan number in each Receivables Mortgage File conforms to the respective Receivable Mortgage Loan number listed on the Receivable Mortgage Loan Schedule and that the "Aggregate Outstanding Principal Amount" set forth above corresponds to like information contained on the Mortgage Loan Schedule. Any exceptions or deficiencies in a Mortgage File which are required by the Custodial Agreement to be reported are set forth in the Master Exception Report dated _________ , 199_ and made a part hereof. Capitalized terms used herein without definition shall have the meanings ascribed to them in the Custodial Agreement. Custodian further certifies that as to each ReceivableMortgage Loan, Custodian holds the Receivable Mortgage Loan in its name as custodian for the benefit of [the SellerDepositor] [the Trust] [the Indenture Trustee], without written notice (a) of any adverse claims, liens or encumbrances, (b) that any Receivable Mortgage Loan was overdue or has been dishonored, (c) of evidence on the face of any Receivable Mortgage Loan or other document in the Receivables Mortgage File of any security interest therein, or (d) of any defense against or claim to the Receivable Mortgage Loan by any other party. Custodian makes no representations or warranties as to the validity, legality, sufficiency, enforceability, genuineness or prior recorded status of any of the documents contained in each Receivables Mortgage File or the collectability, insurability, effectiveness or suitability of any ReceivableMortgage Loan. Custodian confirms that it holds each Receivable Mortgage Loan and the other documents in the related Receivables Mortgage File for the benefit of [the Seller][the Trust][the Indenture Depositor][the Trustee]] and its transferees from time to time. Custodian hereby acknowledges and agrees that it is holding such Receivables Mortgage Loans now and hereafter, from time to time, in its custody or control as agent and bailee for the [the Seller][the Trust][the Indenture Depositor][the Trustee], if the transfer of Receivables Mortgage Loans is deemed not to be an absolute transfer of such ReceivablesMortgage Loans, subject to the continuing pledge and security interest granted by [Originator][the Seller][the TrustOriginator][Depositor] to [the Seller][the Trust][the Indenture Depositor][the Trustee] under the [Purchase Transfer Agreement] [Sale Pooling and Servicing Agreement][IndentureAgreement]. Upon repurchase or substitution of the Receivables Mortgage Loans to which this Custodian Trust Receipt and Certification relates and payment of the applicable repurchase price, the Receivables Mortgage Loans to which this Custodian Trust Receipt and Certification relates shall be returned and released by Custodian to [the Seller][the Trust][the Indenture Depositor][the Trustee], and this Custodian Trust Receipt and Certification shall be and be deemed to be canceled by Custodian and of no force and effect. ________________________ ________________------------------------ ----------------, as Custodian By_______________________ Name: Title: EXHIBIT B REQUEST FOR RELEASE OF DOCUMENTS [DATE] To: [Custodian] Re: Custodial Agreement, dated as of May June 1, 1997, by and among Caterpillar Financial Services the Originators listed on Exhibit C thereto (collectively, the "Originators"), Equicredit Corporation of America, as Representative (the "OriginatorRepresentative"), Caterpillar Financial Services Corporation, ) and as Servicer (the "Servicer"), Caterpillar Financial Funding EQCC Receivables Corporation and EQCC Asset Backed Corporation (collectively, the "SellerDepositors"), Caterpillar Financial Asset Trust 1997-A (the "Trust"), The First Bank National Bank of ChicagoAssociation, as Indenture Trustee (the "Indenture Trustee") and The First National Bank of ChicagoBankBoston, N.A., as Custodian (the "Custodian") In connection with the administration of the Receivables Mortgage Loans held by you as Custodian under the above-referenced Custodial Agreement, [_________], on behalf of [________], requests the release, and acknowledges receipt, of the following for the Receivable Mortgage Loan described below, for the reason indicated:
Appears in 1 contract
Gentlemen. In accordance with the provisions of SECTION 3.2 Section 2.03 of the above-referenced Custodial captioned Indenture, and Section 2.1(b) of the Mortgage Loan Purchase Agreement, dated as of __________________, between NovaStar Financial, Inc., and NovaStar Mortgage Funding Corporation (the "Mortgage Loan Purchase Agreement"; and together with the Indenture, the "Agreements"), the undersigned, as CustodianIndenture Trustee, hereby certifies that it has received all of the items listed in SECTION 3.1 of the Custodial Agreement with respect to each Receivable identified on the Receivable Schedule (the "Receivable Schedule") attached hereto dated as of May 1, 1997. The undersigned, as Custodian, confirms that the Receivable number in each Receivables File conforms to the respective Receivable number listed on the Receivable Schedule. Capitalized terms used herein without definition shall have the meanings ascribed to them in the Custodial Agreement. Custodian further certifies that as to each Receivable, Custodian holds Mortgage Loan listed in the Receivable Mortgage Loan Schedule (other than any Mortgage Loan paid in full or listed on the attachment hereto) it has reviewed the Mortgage File and the Mortgage Loan Schedule and has determined that: (i) all documents required to be included in the Mortgage File are in its name possession; (ii) such documents have been reviewed by it and appear regular on their face and relate to such Mortgage Loan; and (iii) based on examination by it, and only as custodian for to such documents, the benefit of [the Seller] [the Trust] [the Indenture Trustee], without written notice information set forth in items (ai) - (vii) and (xiv) of the definition or description of "Mortgage Loan Schedule" is correct. The Indenture Trustee has made no independent examination of any adverse claims, liens or encumbrances, (b) documents contained in each Mortgage File beyond the review specifically required in the above-referenced Agreements. The Indenture Trustee makes no representation that any Receivable was overdue or has been dishonored, documents specified in clause (cvi) of evidence on the face of any Receivable or other document in the Receivables File of any security interest therein, or (dSection 2.1(b) of the Mortgage Loan Purchase Agreement should be included in any defense against or claim to the Receivable by any other partyMortgage File. Custodian The Indenture Trustee makes no representations or warranties as to and shall not be responsible to verify: (i) the validity, legality, sufficiency, enforceability, due authorization, recordability or genuineness or prior recorded status of any of the documents contained in each Receivables Mortgage File or of any of the Mortgage Loans identified on the Mortgage Loan Schedule, (ii) the collectability, insurability, effectiveness or suitability of any Receivable. Custodian confirms that it holds each Receivable and such Mortgage Loan, or (iii) the other existence of any assumption, modification, written assurance or substitution agreement with respect to any Mortgage File if no such documents appear in the related Receivables Mortgage File for delivered to the benefit of [the Seller][the Trust][the Indenture Trustee]. Custodian hereby acknowledges Capitalized words and agrees that it is holding such Receivables now and hereafterphrases used herein shall have the respective meanings assigned to them in the above-captioned Indenture. ______________________________, from time to time, not in its custody or control individual capacity but solely as bailee for the Indenture Trustee By: ___________________________________ Name: Title: EXHIBIT C FORM OF TRUSTEE FINAL CERTIFICATION [the Seller][the Trust][the Indenture Trustee], if the transfer of Receivables is deemed not to be an absolute transfer of such Receivables, subject to the continuing pledge and security interest granted by [Originator][the Seller][the Trust] to [the Seller][the Trust][the Indenture Trustee] under the [Purchase Agreementdate] [Sale and Servicing Agreement][Indenture]. Upon repurchase or substitution of the Receivables to which this Custodian Certification relates and payment of the applicable repurchase price, the Receivables to which this Custodian Certification relates shall be returned and released by Custodian to Seller] [the Seller][the Trust][the Indenture Trustee], and this Custodian Certification shall be and be deemed to be canceled by Custodian and of no force and effect. Servicer] [Bond Insurer] [Company] __________________________ ________________, as Custodian By__________ Re: Indenture, dated as of _______________, 19__ (the "Indenture"), between NovaStar Mortgage Funding Trust Series ______ (the "Issuer") and ____________________ Name: Title: EXHIBIT B REQUEST FOR RELEASE OF DOCUMENTS [DATE] To: [Custodian] Re: Custodial Agreement, dated as of May 1, 1997, by and among Caterpillar Financial Services Corporation (the "Originator"), Caterpillar Financial Services Corporation, as Servicer (the "Servicer"), Caterpillar Financial Funding Corporation (the "Seller"), Caterpillar Financial Asset Trust 1997-A (the "Trust"), The First National Bank of Chicago, as Indenture Trustee (the "Indenture Trustee") and The First National Bank of Chicago-- NovaStar Mortgage Funding Trust, as Custodian ("Custodian") In connection with the administration of the Receivables held by you as Custodian under the above-referenced Custodial Agreement, [Series _________], on behalf of [________], requests the release, and acknowledges receipt, of the following for the Receivable described below, for the reason indicated:_ Collateralized Mortgage Obligation Bonds.
Appears in 1 contract
Gentlemen. In accordance with the provisions of SECTION 3.2 of the above-referenced Custodial Agreement, the undersigned, as Custodian, hereby certifies that it has received all of the items listed in SECTION 3.1 of the Custodial Agreement with respect to each Receivable identified on the Receivable Schedule (the "Receivable Schedule") attached hereto dated as of May July 1, 19971998. The undersigned, as Custodian, confirms that the Receivable number in each Receivables File conforms to the respective Receivable number listed on the Receivable Schedule. Capitalized terms used herein without definition shall have the meanings ascribed to them in the Custodial Agreement. Custodian further certifies that as to each Receivable, Custodian holds the Receivable in its name as custodian for the benefit of [the Seller] [the Trust] [the Indenture Trustee], without written notice (a) of any adverse claims, liens or encumbrances, (b) that any Receivable was overdue or has been dishonored, (c) of evidence on the face of any Receivable or other document in the Receivables File of any security interest therein, or (d) of any defense against or claim to the Receivable by any other party. Custodian makes no representations or warranties as to the validity, legality, sufficiency, enforceability, genuineness or prior recorded status of any of the documents contained in each Receivables File or the collectability, insurability, effectiveness or suitability of any Receivable. Custodian confirms that it holds each Receivable and the other documents in the related Receivables File for the benefit of [the Seller][the Trust][the Indenture Trustee]. Custodian hereby acknowledges and agrees that it is holding such Receivables now and hereafter, from time to time, in its custody or control as bailee for the [the Seller][the Trust][the Indenture Trustee], if the transfer of Receivables is deemed not to be an absolute transfer of such Receivables, subject to the continuing pledge and security interest granted by [Originator][the Seller][the Trust] to [the Seller][the Trust][the Indenture Trustee] under the [Purchase Agreement] [Sale and Servicing Agreement][Indenture]. Upon repurchase or substitution of the Receivables to which this Custodian Certification relates and payment of the applicable repurchase price, the Receivables to which this Custodian Certification Certifi- cation relates shall be returned and released by Custodian to [the Seller][the Trust][the Indenture Trustee]Person paying such repurchase price, and this Custodian Certification shall be and be deemed to be canceled by Custodian and of no force and effect. ________________________ ________________, ------------------------------------ as Custodian By_______________________ By ------------------------------------ Name: Title: EXHIBIT B REQUEST FOR RELEASE OF DOCUMENTS [DATE] To: [Custodian] Re: Custodial Agreement, dated as of May July 1, 19971998, by and among Caterpillar Financial Services Corporation (the "Originator"), Caterpillar Financial Services Corporation, as Servicer (the "Servicer"), Caterpillar Financial Funding Corporation (the "Seller"), Caterpillar Financial Asset Trust 19971998-A (the "Trust"), The First National Bank of Chicago, as Indenture Trustee (the "Indenture Trustee") and The First National Bank of Chicago, as Custodian ("Custodian") In connection with the administration of the Receivables held by you as Custodian under the above-referenced Custodial Agreement, [_________], on behalf of [________], requests the release, and acknowledges receipt, of the following for the Receivable described below, for the reason indicated:
Appears in 1 contract
Sources: Custodial Agreement (Caterpillar Financial Funding Corp)
Gentlemen. In accordance with the provisions of SECTION Section 3.2 of the above-referenced Custodial Agreement, the undersigned, as Custodian, hereby certifies that it has received all of the items listed in SECTION Section 3.1 of the Custodial Agreement with respect to each Receivable Mortgage Loan identified on the Receivable Mortgage Loan Schedule (the "Receivable Mortgage Loan Schedule") attached hereto dated as of May 1December 30, 19971996. The undersigned, as Custodian, Custodian confirms that the Receivable Mortgage Loan number in each Receivables Mortgage File conforms to the respective Receivable Mortgage Loan number listed on the Receivable Mortgage Loan Schedule and that the "Aggregate Outstanding Principal Amount" set forth above corresponds to like information contained on the Mortgage Loan Schedule. Any exceptions or deficiencies in a Mortgage File which are required by the Custodial Agreement to be reported are set forth in the Master Exception Report dated December [ ], 1996 and made a part hereof. Capitalized terms used herein without definition shall have the meanings ascribed to them in the Custodial Agreement. Custodian further certifies that as to each ReceivableMortgage Loan, Custodian holds the Receivable Mortgage Loan in its name as custodian for the benefit of [the SellerDepositor] [the Trust] [the Indenture Trustee], without written notice (a) of any adverse claims, liens or encumbrances, (b) that any Receivable Mortgage Loan was overdue or has been dishonored, (c) of evidence on the face of any Receivable Mortgage Loan or other document in the Receivables Mortgage File of any security interest therein, or (d) of any defense against or claim to the Receivable Mortgage Loan by any other party. Custodian makes no representations or warranties as to the validity, legality, sufficiency, enforceability, genuineness or prior recorded status of any of the documents contained in each Receivables Mortgage File or the collectability, insurability, effectiveness or suitability of any ReceivableMortgage Loan. Custodian confirms that it holds each Receivable Mortgage Loan and the other documents in the related Receivables Mortgage File for the benefit of [the Seller][the Trust][the Indenture Depositor][the Trustee]] and its transferees from time to time. Custodian hereby acknowledges and agrees that it is holding such Receivables Mortgage Loans now and hereafter, from time to time, in its custody or control as agent and bailee for the [the Seller][the Trust][the Indenture Depositor][the Trustee], if the transfer of Receivables Mortgage Loans is deemed not to be an absolute transfer of such ReceivablesMortgage Loans, subject to the continuing pledge and security interest granted by [Originator][the Seller][the TrustOriginator][Depositor] to [the Seller][the Trust][the Indenture Depositor][the Trustee] under the [Purchase Transfer Agreement] [Sale Pooling and Servicing Agreement][IndentureAgreement]. Upon repurchase or substitution of the Receivables Mortgage Loans to which this Custodian Trust Receipt and Certification relates and payment of the applicable repurchase price, the Receivables Mortgage Loans to which this Custodian Trust Receipt and Certification relates shall be returned and released by Custodian to [the Seller][the Trust][the Indenture Depositor][the Trustee], and this Custodian Trust Receipt and Certification shall be and be deemed to be canceled by Custodian and of no force and effect. ________________________ ________________------------------------ ----------------, as Custodian By_______________________ Name: Title: EXHIBIT B REQUEST FOR RELEASE OF DOCUMENTS [DATE] To: [Custodian] Re: Custodial Agreement, dated as of May December 1, 19971996, by and among Caterpillar Financial Services the Originators listed on Exhibit C thereto (collectively, the "Originators"), Equicredit Corporation of America, as Representative (the "OriginatorRepresentative"), Caterpillar Financial Services Corporation, ) and as Servicer (the "Servicer"), Caterpillar Financial Funding EQCC Receivables Corporation and EQCC Asset Backed Corporation (collectively, the "SellerDepositors"), Caterpillar Financial Asset Trust 1997-A (the "Trust"), The First Bank National Bank of ChicagoAssociation, as Indenture Trustee (the "Indenture Trustee") and The First National Bank of ChicagoBoston, as Custodian (the "Custodian") In connection with the administration of the Receivables Mortgage Loans held by you as Custodian under the above-referenced Custodial Agreement, [_________], on behalf of [________], requests the release, and acknowledges receipt, of the following for the Receivable Mortgage Loan described below, for the reason indicated:
Appears in 1 contract
Gentlemen. In accordance with the provisions of SECTION Section 3.2 of the above-referenced Custodial Agreement, the undersigned, as Custodian, hereby certifies that it has received all of the items listed in SECTION Section 3.1 of the Custodial Agreement with respect to each Receivable identified on the Receivable Schedule (the "Receivable Schedule") attached hereto dated as of May July 1, 19972001. The undersigned, as Custodian, confirms that the Receivable number in each Receivables File conforms to the respective Receivable number listed on the Receivable Schedule. Capitalized terms used herein without definition shall have the meanings ascribed to them in the Custodial Agreement. Custodian further certifies that as to each Receivable, Custodian holds the Receivable in its name as custodian solely on behalf of and for the benefit of [the Seller] [the Trust] [the Indenture Trustee], without written notice (a) of any adverse claims, liens or encumbrances, (b) that any Receivable was overdue or has been dishonored, (c) of evidence on the face of any Receivable or other document in the Receivables File of any security interest therein, or (d) of any defense against or claim to the Receivable by any other party. Custodian makes no representations or warranties as to the validity, legality, sufficiency, enforceability, genuineness or prior recorded status of any of the documents contained in each Receivables File or the collectability, insurability, effectiveness or suitability of any Receivable. Custodian confirms that it holds each Receivable and the other documents in the related Receivables File for the benefit of [the Seller][the Trust][the Indenture Trustee]. Custodian hereby acknowledges and agrees that it is holding such Receivables now and hereafter, from time to time, in its custody or control as bailee for the [the Seller][the Trust][the Indenture Trustee], if the transfer of Receivables is deemed not to be an absolute transfer of such Receivables, subject to the continuing pledge and security interest granted by [Originator][the Seller][the Trust] to [the Seller][the Trust][the Indenture Trustee] under the [Purchase Agreement] [Sale and Servicing Agreement][Indenture]. Upon repurchase or substitution of the Receivables to which this Custodian Certification relates and payment of the applicable repurchase price, the Receivables to which this Custodian Certification Certifi- cation relates shall be returned and released by Custodian to [the Seller][the Trust][the Indenture Trustee]Person paying such repurchase price, and this Custodian Certification shall be and be deemed to be canceled by Custodian and of no force and effect. ________________________ ________________--------------------------------, as Custodian By_______________________ By ------------------------------- Name: Title: EXHIBIT B REQUEST FOR RELEASE OF DOCUMENTS [DATE] To: [Custodian] Re: Custodial Agreement, dated as of May July 1, 19972001, by and among Caterpillar Financial Services Corporation (the "Originator"), Caterpillar Financial Services Corporation, as Servicer (the "Servicer"), Caterpillar Financial Funding Corporation (the "Seller"), Caterpillar Financial Asset Trust 19972001-A (the "Trust"), The First Bank One, National Bank of ChicagoAssociation, as Indenture Trustee (the "Indenture Trustee") and The First Bank One, National Bank of ChicagoAssociation, as Custodian ("Custodian") In connection with the administration of the Receivables held by you as Custodian under the above-referenced Custodial Agreement, [_________], on behalf of [________], requests the release, and acknowledges receipt, of the following for the Receivable described below, for the reason indicated:
Appears in 1 contract
Sources: Custodial Agreement (Caterpillar Financial Funding Corp)
Gentlemen. In accordance with the provisions of SECTION 3.2 of the above-referenced Custodial Agreement, the undersigned, as Custodian, hereby certifies that it has received all of the items listed in SECTION 3.1 of the Custodial Agreement with respect to each Receivable identified on the Receivable Schedule (the "Receivable Schedule") attached hereto dated as of May 1[_____________], 1997[_____]. The undersigned, as Custodian, confirms that the Receivable number in each Receivables File conforms to the respective Receivable number listed on the Receivable Schedule. Capitalized terms used herein without definition shall have the meanings ascribed to them in the Custodial Agreement. Custodian further certifies that as to each Receivable, Custodian holds the Receivable in its name as custodian for the benefit of [the Seller] [the Trust] [the Indenture Trustee], without written notice (a) of any adverse claims, liens or encumbrances, (b) that any Receivable was overdue or has been dishonored, (c) of evidence on the face of any Receivable or other document in the Receivables File of any security interest therein, or (d) of any defense against or claim to the Receivable by any other party. Custodian makes no representations or warranties as to the validity, legality, sufficiency, enforceability, genuineness or prior recorded status of any of the documents contained in each Receivables File or the collectability, insurability, effectiveness or suitability of any Receivable. Custodian confirms that it holds each Receivable and the other documents in the related Receivables File for the benefit of [the Seller][the Trust][the Indenture Trustee]. Custodian hereby acknowledges and agrees that it is holding such Receivables now and hereafter, from time to time, in its custody or control as bailee for the [the Seller][the Trust][the Indenture Trustee], if the transfer of Receivables is deemed not to be an absolute transfer of such Receivables, subject to the continuing pledge and security interest granted by [Originator][the Seller][the Trust] to [the Seller][the Trust][the Indenture Trustee] under the [Purchase Agreement] [Sale and Servicing Agreement][Indenture]. Upon repurchase or substitution of the Receivables to which this Custodian Certification relates and payment of the applicable repurchase price, the Receivables to which this Custodian Certification relates shall be returned and released by Custodian to [the Seller][the Trust][the Indenture Trustee], and this Custodian Certification shall be and be deemed to be canceled by Custodian and of no force and effect. ________________________ ________________, --------------------------- ------------------------- as Custodian By_______________________ By -------------------------------------- Name: Title: EXHIBIT B REQUEST FOR RELEASE OF DOCUMENTS [DATE] To: [Custodian] Re: Custodial Agreement, dated as of May 1, 1997, by and among Caterpillar Financial Services Corporation (the "Originator"), Caterpillar Financial Services Corporation, as Servicer (the "Servicer"), Caterpillar Financial Funding Corporation (the "Seller"), Caterpillar Financial Asset Trust 1997-A (the "Trust"), The First National Bank of Chicago, as Indenture Trustee (the "Indenture Trustee") and The First National Bank of Chicago, as Custodian ("Custodian") In connection with the administration of the Receivables held by you as Custodian under the above-referenced Custodial Agreement, [_________], on behalf of [________], requests the release, and acknowledges receipt, of the following for the Receivable described below, for the reason indicated:
Appears in 1 contract
Sources: Custodial Agreement (Caterpillar Financial Funding Corp)
Gentlemen. In accordance with Section 2.03 of the provisions of SECTION 3.2 of Company's Standard Terms to Pooling and Servicing Agreement (January 2001 Edition) (the "Standard Terms"), which are incorporated by reference into the above-referenced Custodial Pooling and Servicing Agreement, the undersigned, as CustodianTrustee, hereby certifies that it has received all that, except as noted on the Schedule of the items Exceptions attached hereto, for each Mortgage Loan listed in SECTION 3.1 of the Custodial Agreement with respect to each Receivable identified on the Receivable Mortgage Loan Schedule (the "Receivable Schedule") attached hereto dated as of May 1, 1997. The undersigned, as Custodian, confirms that the Receivable number in each Receivables File conforms to the respective Receivable number Pooling and Servicing Agreement (other than any Mortgage Loan paid in full or listed on the Receivable Schedule. Capitalized terms used herein without definition shall have attachment hereto) it, or a Custodian on its behalf, has received a complete Trustee Mortgage Loan File which includes each of the meanings ascribed documents required to them be included in the Custodial Trustee Mortgage Loan File as set forth in the definition of "Trustee Mortgage Loan File" in the Standard Terms. Neither the Trustee nor any Custodian on its behalf has made an independent examination of any documents contained in any Trustee Mortgage Loan File beyond the review specifically required in the above captioned Pooling and Servicing Agreement. Custodian further certifies that as to each Receivable, Custodian holds the Receivable in its name as custodian for the benefit of [the Seller] [the Trust] [the Indenture Trustee], without written notice (a) of any adverse claims, liens or encumbrances, (b) that any Receivable was overdue or has been dishonored, (c) of evidence on the face of any Receivable or other document in the Receivables File of any security interest therein, or (d) of any defense against or claim to the Receivable by any other party. Custodian The Trustee makes no representations or warranties as to to: (i) the validity, legality, sufficiency, enforceability, enforceability or genuineness or prior recorded status of any of the documents contained in each Receivables any Trustee Mortgage Loan File or any of the collectabilityMortgage Loans listed on the Mortgage Loan Schedule, (ii) the collectibility, insurability, effectiveness or suitability of any Receivablesuch Mortgage Loan or (iii) whether any Trustee Mortgage Loan File should include any assumption agreement, modification agreement, written assurance or substitution agreement. Custodian confirms that it holds each Receivable Capitalized words and phrases used herein shall have the other documents respective meanings assigned to them in the related Receivables File for the benefit of [the Seller][the Trust][the Indenture Trustee]. Custodian hereby acknowledges and agrees that it is holding such Receivables now and hereafter, from time to time, in its custody or control as bailee for the [the Seller][the Trust][the Indenture Trustee], if the transfer of Receivables is deemed not to be an absolute transfer of such Receivables, subject to the continuing pledge and security interest granted by [Originator][the Seller][the Trust] to [the Seller][the Trust][the Indenture Trustee] under the [Purchase Agreement] [Sale above-captioned Pooling and Servicing Agreement][Indenture]Agreement (the "Pooling and Servicing Agreement"). Upon repurchase or substitution of the Receivables to which this Custodian Certification relates and payment of the applicable repurchase price, the Receivables to which this Custodian Certification relates shall be returned and released by Custodian to [the Seller][the Trust][the Indenture Trustee], and this Custodian Certification shall be and be deemed to be canceled by Custodian and of no force and effect. TRUSTEE] By: ______________________________________ ________________, as Custodian ByIts: _______________________ Name: Title: EXHIBIT B REQUEST FOR RELEASE OF DOCUMENTS [DATE] To: [Custodian] Re: Custodial Agreement, dated as of May 1, 1997, by and among Caterpillar Financial Services Corporation (the "Originator"), Caterpillar Financial Services Corporation, as Servicer (the "Servicer"), Caterpillar Financial Funding Corporation (the "Seller"), Caterpillar Financial Asset Trust 1997-A (the "Trust"), The First National Bank of Chicago, as Indenture Trustee (the "Indenture Trustee") and The First National Bank of Chicago, as Custodian ("Custodian") In connection with the administration of the Receivables held by you as Custodian under the above-referenced Custodial Agreement, [_________], on behalf of [________], requests the release, and acknowledges receipt, of the following for the Receivable described below, for the reason indicated:
Appears in 1 contract
Sources: Pooling and Servicing Agreement (Bombardier Capital Mortgage Securitization Corp)
Gentlemen. In accordance with the provisions of SECTION 3.2 Section 2.03 of the above-referenced Custodial captioned Indenture, and Section 2.1(b) of the Mortgage Loan Purchase Agreement, dated as of _______________, between NovaStar Financial, Inc., and NovaStar Mortgage Funding Corporation (the "Mortgage Loan Purchase Agreement"; and together with the Indenture, the "Agreements"), the undersigned, as CustodianIndenture Trustee, hereby certifies that it has received all of the items listed in SECTION 3.1 of the Custodial Agreement with respect to each Receivable identified on the Receivable Schedule (the "Receivable Schedule") attached hereto dated as of May 1, 1997. The undersigned, as Custodian, confirms that the Receivable number in each Receivables File conforms to the respective Receivable number listed on the Receivable Schedule. Capitalized terms used herein without definition shall have the meanings ascribed to them in the Custodial Agreement. Custodian further certifies that as to each Receivable, Custodian holds Mortgage Loan listed in the Receivable Mortgage Loan Schedule (other than any Mortgage Loan paid in its name as custodian for full or listed on the benefit of [attachment hereto) it has received the Seller] [the Trust] [the Indenture Trustee], without written notice (adocuments set forth in Section 2.1(b) of the Mortgage Loan Purchase Agreement. The Indenture Trustee has made no independent examination of any adverse claims, liens or encumbrances, (b) documents contained in each Mortgage File beyond the review specifically required in the Agreements. The Indenture Trustee makes no representation that any Receivable was overdue or has been dishonored, documents specified in clause (cvi) of evidence on the face of Section 2.1(b) should be included in any Receivable or other document in the Receivables File of any security interest therein, or (d) of any defense against or claim to the Receivable by any other partyMortgage File. Custodian The Indenture Trustee makes no representations or warranties as to and shall not be responsible to verify: (i) the validity, legality, sufficiency, enforceability, due authorization, recordability or genuineness or prior recorded status of any of the documents contained in each Receivables Mortgage File or of any of the Mortgage Loans identified on the Mortgage Loan Schedule, (ii) the collectability, insurability, effectiveness or suitability of any Receivable. Custodian confirms that it holds each Receivable and such Mortgage Loan or (iii) the other existence of any assumption, modification, written assurance or substitution agreement with respect to any Mortgage File if no such documents appear in the related Receivables Mortgage File for delivered to the benefit of [the Seller][the Trust][the Indenture Trustee]. Custodian hereby acknowledges Capitalized words and agrees that it is holding such Receivables now and hereafter, from time phrases used herein shall have the respective meanings assigned to time, them in its custody or control as bailee for the [the Seller][the Trust][the Indenture Trustee], if the transfer of Receivables is deemed not to be an absolute transfer of such Receivables, subject to the continuing pledge and security interest granted by [Originator][the Seller][the Trust] to [the Seller][the Trust][the Indenture Trustee] under the [Purchase Agreement] [Sale and Servicing Agreement][Indenture]. Upon repurchase or substitution of the Receivables to which this Custodian Certification relates and payment of the applicable repurchase price, the Receivables to which this Custodian Certification relates shall be returned and released by Custodian to [the Seller][the Trust][the Indenture Trustee], and this Custodian Certification shall be and be deemed to be canceled by Custodian and of no force and effectabove-captioned Indenture. ________________________ ___________, not in its individual capacity but solely as Indenture Trustee By: ________________, as Custodian By_________________________ Name: Title: EXHIBIT B REQUEST FOR RELEASE OF DOCUMENTS D MORTGAGE LOAN SCHEDULE [DATESee Tab 4] To: [Custodian] Re: Custodial Agreement, dated as of May 1, 1997, by and among Caterpillar Financial Services Corporation (the "Originator"), Caterpillar Financial Services Corporation, as Servicer (the "Servicer"), Caterpillar Financial Funding Corporation (the "Seller"), Caterpillar Financial Asset Trust 1997-APPENDIX A (the "Trust"), The First National Bank of Chicago, as Indenture Trustee (the "Indenture Trustee") and The First National Bank of Chicago, as Custodian ("Custodian") In connection with the administration of the Receivables held by you as Custodian under the above-referenced Custodial Agreement, [_________], on behalf of [________], requests the release, and acknowledges receipt, of the following for the Receivable described below, for the reason indicated:DEFINITIONS
Appears in 1 contract
Gentlemen. In accordance with the provisions of SECTION 3.2 Section 2.01 of the above-referenced Custodial captioned Pooling Agreement (the "Pooling Agreement"), for each Mortgage Loan listed in the undersignedMortgage Loan Schedule (other than any Mortgage Loan listed in the attached schedule), as Custodian, hereby certifies that it has received all the original Mortgage Note, endorsed either (A) in blank or (B) in the following form: "Pay to the order of Deutsche Bank National Trust Company, as Trustee under the items listed in SECTION 3.1 Pooling Agreement, dated as of the Custodial Agreement June 1, 2004, among ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Mortgage Capital Inc., ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ABS Capital I Inc. and Deutsche Bank National Trust Company, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ABS Capital I Inc. Trust, Series 2004-SD2, without recourse," or with respect to each Receivable identified any lost Mortgage Note, an original Lost Note Affidavit, together with a copy of the related Mortgage Note. Based on its review and examination and only as to the Receivable Schedule (the "Receivable Schedule") attached hereto dated as of May 1foregoing documents, 1997such documents appear regular on their face and related to such Mortgage Loan. The undersigned, as Custodian, confirms that the Receivable number Custodian has made no independent examination of any documents contained in each Receivables Mortgage File conforms to beyond the respective Receivable number listed on the Receivable Schedule. Capitalized terms used herein without definition shall have the meanings ascribed to them review specifically required in the Custodial Pooling Agreement. Custodian further certifies that as to each Receivable, Custodian holds the Receivable in its name as custodian for the benefit of [the Seller] [the Trust] [the Indenture Trustee], without written notice (a) of any adverse claims, liens or encumbrances, (b) that any Receivable was overdue or has been dishonored, (c) of evidence on the face of any Receivable or other document in the Receivables File of any security interest therein, or (d) of any defense against or claim to the Receivable by any other party. The Custodian makes no representations or warranties as to to: (i) the validity, legality, sufficiency, enforceability, enforceability or genuineness or prior recorded status of any of the documents contained in each Receivables Mortgage File of any of the Mortgage Loans identified on the Mortgage Loan Schedule, or (ii) the collectabilitycollectibility, insurability, perfection, priority, effectiveness or suitability of any Receivablesuch Mortgage Loan. Notwithstanding anything herein to the contrary, the Custodian confirms has made no determination and makes no representations as to whether (i) any endorsement is sufficient to transfer all right, title and interest of the party so endorsing, as Noteholder or assignee thereof, in and to that it holds each Receivable Mortgage Note or (ii) any assignment is in recordable form or sufficient to effect the assignment of and transfer to the other documents assignee thereof, under the Mortgage to which the assignment relates. Capitalized words and phrases used herein shall have the respective meanings assigned to them in the related Receivables File for the benefit of Pooling Agreement. DEUTSCHE BANK NATIONAL TRUST COMPANY, as Custodian By: ---------------------------------------- Name: ----------------------------------- Title: ---------------------------------- EXHIBIT G MORTGAGE LOAN PURCHASE AGREEMENT [the Seller][the Trust][the Indenture Trustee]. Custodian hereby acknowledges and agrees that it is holding such Receivables now and hereafter, from time to time, in its custody or control as bailee for the See Tab 2] EXHIBIT H [the Seller][the Trust][the Indenture Trustee], if the transfer of Receivables is deemed not to be an absolute transfer of such Receivables, subject to the continuing pledge and security interest granted by Reserved] EXHIBIT I [Originator][the Seller][the TrustReserved] to [the Seller][the Trust][the Indenture Trustee] under the [Purchase Agreement] [Sale and Servicing Agreement][Indenture]. Upon repurchase or substitution of the Receivables to which this Custodian Certification relates and payment of the applicable repurchase price, the Receivables to which this Custodian Certification relates shall be returned and released by Custodian to [the Seller][the Trust][the Indenture Trustee], and this Custodian Certification shall be and be deemed to be canceled by Custodian and of no force and effect. ________________________ ____EXHIBIT J FORM OF INVESTMENT LETTER ____________, as Custodian By_____________________20__ Name▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ABS Capital I Inc. ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Attention: Title▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Deutsche Bank National Trust Company, as Trustee, ▇▇▇▇ ▇▇▇▇ ▇▇. ▇▇▇▇▇▇ ▇▇▇▇▇ Santa Ana, California 92705 Attention: EXHIBIT B REQUEST FOR RELEASE OF DOCUMENTS [DATE] To: [Custodian] Trust Administration - MS04S2 Re: Custodial Agreement▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ABS Capital I Inc. Trust 2004-SD2, dated Mortgage Pass-Through Certificates, Series 2004-SD2 Ladies and Gentlemen: In connection with our acquisition of the above Certificates we certify that (a) we understand that the Certificates are not being registered under the Securities Act of 1933, as of May 1, 1997, by and among Caterpillar Financial Services Corporation amended (the "OriginatorAct"), Caterpillar Financial Services Corporationor any state securities laws and are being transferred to us in a transaction that is exempt from the registration requirements of the Act and any such laws, (b) we have such knowledge and experience in financial and business matters that we are capable of evaluating the merits and risks of investments in the Certificates, (c) we have had the opportunity to ask questions of and receive answers from the Depositor concerning the purchase of the Certificates and all matters relating thereto or any additional information deemed necessary to our decision to purchase the Certificates, (d) either (i) we are not an employee benefit plan that is subject to Section 406 of the Employee Retirement Income Security Act of 1974, as Servicer amended, or a plan or arrangement that is subject to Section 4975 of the Internal Revenue Code of 1986, as amended, and are not acting on behalf of any such plan or arrangement or investing the assets of any such plan or arrangement to effect such acquisition or (ii) (except in the case of a Class R, Class X or Class P Certificate) we are an insurance company that is purchasing this certificate with funds contained in an "insurance company general account" (as such term is defined in Section V(e) of Prohibited Transaction Class Exemption 95-60 ("PTCE 95-60") and the conditions for exemptive relief under Sections I and III of PTCE 95-60 have been satisfied, (e) we have not, nor has anyone acting on our behalf offered, transferred, pledged, sold or otherwise disposed of the Certificates, any interest in the Certificates or any other similar security to, or solicited any offer to buy or accept a transfer, pledge or other disposition of the Certificates, any interest in the Certificates or any other similar security from, or otherwise approached or negotiated with respect to the Certificates, any interest in the Certificates or any other similar security with, any person in any manner, or made any general solicitation by means of general advertising or in any other manner, or taken any other action, that would constitute a distribution of the Certificates under the Securities Act or that would render the disposition of the Certificates a violation of Section 5 of the Securities Act or require registration pursuant thereto, nor will act, nor has authorized or will authorize any person to act, in such manner with respect to the Certificates, (f) to the extent that the Certificate transferred is a Class X Certificate, we are a bankruptcy-remote entity and (g) we are a "qualified institutional buyer" as that term is defined in Rule 144A under the Securities Act and have completed either of the forms of certification to that effect attached hereto as Annex 1 or Annex 2. We are aware that the sale to us is being made in reliance on Rule 144A. We are acquiring the Certificates for our own account or for resale pursuant to Rule 144A and further, understand that such Certificates may be resold, pledged or transferred only (i) to a person reasonably believed to be a qualified institutional buyer that purchases for its own account or for the account of a qualified institutional buyer to whom notice is given that the resale, pledge or transfer is being made in reliance on Rule 144A, or (ii) pursuant to another exemption from registration under the Securities Act. ANNEX 1 TO EXHIBIT J QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A -------------------------------------------------------- [FOR TRANSFEREES OTHER THAN REGISTERED INVESTMENT COMPANIES] The undersigned (the "Servicer"), Caterpillar Financial Funding Corporation (the "Seller"), Caterpillar Financial Asset Trust 1997-A (the "Trust"), The First National Bank of Chicago, as Indenture Trustee (the "Indenture TrusteeBuyer") and The First National Bank of Chicago, hereby certifies as Custodian ("Custodian") In connection follows to the parties listed in the Rule 144A Transferee Certificate to which this certification relates with respect to the administration of the Receivables held by you as Custodian under the above-referenced Custodial Agreement, [_________], on behalf of [________], requests the release, and acknowledges receipt, of the following for the Receivable Certificates described below, for the reason indicatedtherein:
Appears in 1 contract
Sources: Pooling Agreement (Morgan Stanley ABS Capital I Inc. Trust, Series 2004-Sd2)
Gentlemen. In accordance with the provisions of SECTION Section 3.2 of the above-referenced Custodial Agreement, the undersigned, as Custodian, hereby certifies that it has received all of the items listed in SECTION Section 3.1 of the Custodial Agreement with respect to each Receivable Mortgage Loan identified on the Receivable Mortgage Loan Schedule (the "Receivable Mortgage Loan Schedule") attached hereto dated as of May 1_______, 1997199_. The undersigned, as Custodian, Custodian confirms that the Receivable Mortgage Loan number in each Receivables Mortgage File conforms to the respective Receivable Mortgage Loan number listed on the Receivable Mortgage Loan Schedule and that the "Aggregate Outstanding Principal Amount" set forth above corresponds to like information contained on the Mortgage Loan Schedule. Any exceptions or deficiencies in a Mortgage File which are required by the Custodial Agreement to be reported are set forth in the Master Exception Report dated _________ , 199_ and made a part hereof. Capitalized terms used herein without definition shall have the meanings ascribed to them in the Custodial Agreement. Custodian further certifies that as to each ReceivableMortgage Loan, Custodian holds the Receivable Mortgage Loan in its name as custodian for the benefit of [the SellerDepositor] [the Trust] [the Indenture Trustee], without written notice (a) of any adverse claims, liens or encumbrances, (b) that any Receivable Mortgage Loan was overdue or has been dishonored, (c) of evidence on the face of any Receivable Mortgage Loan or other document in the Receivables Mortgage File of any security interest therein, or (d) of any defense against or claim to the Receivable Mortgage Loan by any other party. Custodian makes no representations or warranties as to the validity, legality, sufficiency, enforceability, genuineness or prior recorded status of any of the documents contained in each Receivables Mortgage File or the collectability, insurability, effectiveness or suitability of any ReceivableMortgage Loan. Custodian confirms that it holds each Receivable Mortgage Loan and the other documents in the related Receivables Mortgage File for the benefit of [the Seller][the Trust][the Indenture Depositor][the Trustee]] and its transferees from time to time. Custodian hereby acknowledges and agrees that it is holding such Receivables Mortgage Loans now and hereafter, from time to time, in its custody or control as agent and bailee for the [the Seller][the Trust][the Indenture Depositor][the Trustee], if the transfer of Receivables Mortgage Loans is deemed not to be an absolute transfer of such ReceivablesMortgage Loans, subject to the continuing pledge and security interest granted by [Originator][the Seller][the TrustOriginator][Depositor] to [the Seller][the Trust][the Indenture Depositor][the Trustee] under the [Purchase Transfer Agreement] [Sale Pooling and Servicing Agreement][IndentureAgreement]. Upon repurchase or substitution of the Receivables Mortgage Loans to which this Custodian Trust Receipt and Certification relates and payment of the applicable repurchase price, the Receivables Mortgage Loans to which this Custodian Trust Receipt and Certification relates shall be returned and released by Custodian to [the Seller][the Trust][the Indenture Depositor][the Trustee], and this Custodian Trust Receipt and Certification shall be and be deemed to be canceled by Custodian and of no force and effect. ________________________ ________________------------------------ ----------------, as Custodian By_______________________ Name: Title: EXHIBIT B REQUEST FOR RELEASE OF DOCUMENTS [DATE] To: [Custodian] Re: Custodial Agreement, dated as of May September 1, 19971996, by and among Caterpillar Financial Services the Originators listed on Exhibit C thereto (collectively, the "Originators"), Equicredit Corporation of America, as Representative (the "OriginatorRepresentative"), Caterpillar Financial Services Corporation, ) and as Servicer (the "Servicer"), Caterpillar Financial Funding EQCC Receivables Corporation and EQCC Asset Backed Corporation (collectively, the "SellerDepositors"), Caterpillar Financial Asset Trust 1997-A (the "Trust"), The First Bank National Bank of ChicagoAssociation, as Indenture Trustee (the "Indenture Trustee") and The First National Bank of ChicagoBoston, as Custodian (the "Custodian") In connection with the administration of the Receivables Mortgage Loans held by you as Custodian under the above-referenced Custodial Agreement, [_________], on behalf of [________], requests the release, and acknowledges receipt, of the following for the Receivable Mortgage Loan described below, for the reason indicated:
Appears in 1 contract
Gentlemen. In accordance with the provisions of SECTION Section 3.2 of the above-referenced Custodial Agreement, the undersigned, as Custodian, hereby certifies that it has received all of the items listed in SECTION Section 3.1 of the Custodial Agreement with respect to each Receivable Mortgage Loan identified on the Receivable Mortgage Loan Schedule (the "Receivable Mortgage Loan Schedule") attached hereto dated as of May 1_______, 1997199_. The undersigned, as Custodian, Custodian confirms that the Receivable Mortgage Loan number in each Receivables Mortgage File conforms to the respective Receivable Mortgage Loan number listed on the Receivable Mortgage Loan Schedule and that the "Aggregate Outstanding Principal Amount" set forth above corresponds to like information contained on the Mortgage Loan Schedule. Any exceptions or deficiencies in a Mortgage File which are required by the Custodial Agreement to be reported are set forth in the Master Exception Report dated _________ , 199_ and made a part hereof. Capitalized terms used herein without definition shall have the meanings ascribed to them in the Custodial Agreement. Custodian further certifies that as to each ReceivableMortgage Loan, Custodian holds the Receivable Mortgage Loan in its name as custodian for the benefit of [the SellerDepositor] [the Trust] [the Indenture Trustee], without written notice (a) of any adverse claims, liens or encumbrances, (b) that any Receivable Mortgage Loan was overdue or has been dishonored, (c) of evidence on the face of any Receivable Mortgage Loan or other document in the Receivables Mortgage File of any security interest therein, or (d) of any defense against or claim to the Receivable Mortgage Loan by any other party. Custodian makes no representations or warranties as to the validity, legality, sufficiency, enforceability, genuineness or prior recorded status of any of the documents contained in each Receivables Mortgage File or the collectability, insurability, effectiveness or suitability of any ReceivableMortgage Loan. Custodian confirms that it holds each Receivable Mortgage Loan and the other documents in the related Receivables Mortgage File for the benefit of [the Seller][the Trust][the Indenture Depositor][the Trustee]] and its transferees from time to time. Custodian hereby acknowledges and agrees that it is holding such Receivables Mortgage Loans now and hereafter, from time to time, in its custody or control as agent and bailee for the [the Seller][the Trust][the Indenture Depositor][the Trustee], if the transfer of Receivables Mortgage Loans is deemed not to be an absolute transfer of such ReceivablesMortgage Loans, subject to the continuing pledge and security interest granted by [Originator][the Seller][the TrustOriginator][Depositor] to [the Seller][the Trust][the Indenture Depositor][the Trustee] under the [Purchase Transfer Agreement] [Sale Pooling and Servicing Agreement][IndentureAgreement]. Upon repurchase or substitution of the Receivables Mortgage Loans to which this Custodian Trust Receipt and Certification relates and payment of the applicable repurchase price, the Receivables Mortgage Loans to which this Custodian Trust Receipt and Certification relates shall be returned and released by Custodian to [the Seller][the Trust][the Indenture Depositor][the Trustee], and this Custodian Trust Receipt and Certification shall be and be deemed to be canceled by Custodian and of no force and effect. ________________________ ________________------------------------ ----------------, as Custodian By_______________________ Name: Title: EXHIBIT B REQUEST FOR RELEASE OF DOCUMENTS [DATE] To: [Custodian] Re: Custodial Agreement, dated as of May September 1, 1997, by and among Caterpillar Financial Services the Originators listed on Exhibit C thereto (collectively, the "Originators"), Equicredit Corporation of America, as Representative (the "OriginatorRepresentative"), Caterpillar Financial Services Corporation, ) and as Servicer (the "Servicer"), Caterpillar Financial Funding EQCC Receivables Corporation and EQCC Asset Backed Corporation (collectively, the "SellerDepositors"), Caterpillar Financial Asset Trust 1997-A (the "Trust"), The First U.S. Bank National Bank of ChicagoAssociation, as Indenture Trustee (the "Indenture Trustee") and The First National Bank of ChicagoBankBoston, N.A., as Custodian (the "Custodian") In connection with the administration of the Receivables Mortgage Loans held by you as Custodian under the above-referenced Custodial Agreement, [_________], on behalf of [________], requests the release, and acknowledges receipt, of the following for the Receivable Mortgage Loan described below, for the reason indicated:
Appears in 1 contract
Gentlemen. In accordance with the provisions of SECTION Section 3.2 of the above-referenced Custodial Agreement, the undersigned, as Custodian, hereby certifies that it has received all of the items listed in SECTION Section 3.1 of the Custodial Agreement with respect to each Receivable Mortgage Loan identified on the Receivable Mortgage Loan Schedule (the "Receivable Mortgage Loan Schedule") attached hereto dated as of May 1_______, 1997199_. The undersigned, as Custodian, Custodian confirms that the Receivable Mortgage Loan number in each Receivables Mortgage File conforms to the respective Receivable Mortgage Loan number listed on the Receivable Mortgage Loan Schedule and that the "Aggregate Outstanding Principal Amount" set forth above corresponds to like information contained on the Mortgage Loan Schedule. Any exceptions or deficiencies in a Mortgage File which are required by the Custodial Agreement to be reported are set forth in the Master Exception Report dated _________ , 199_ and made a part hereof. Capitalized terms used herein without definition shall have the meanings ascribed to them in the Custodial Agreement. Custodian further certifies that as to each ReceivableMortgage Loan, Custodian holds the Receivable Mortgage Loan in its name as custodian for the benefit of [the SellerDepositor] [the Trust] [the Indenture Trustee], without written notice (a) of any adverse claims, liens or encumbrances, (b) that any Receivable Mortgage Loan was overdue or has been dishonored, (c) of evidence on the face of any Receivable Mortgage Loan or other document in the Receivables Mortgage File of any security interest therein, or (d) of any defense against or claim to the Receivable Mortgage Loan by any other party. Custodian makes no representations or warranties as to the validity, legality, sufficiency, enforceability, genuineness or prior recorded status of any of the documents contained in each Receivables Mortgage File or the collectability, insurability, effectiveness or suitability of any ReceivableMortgage Loan. Custodian confirms that it holds each Receivable Mortgage Loan and the other documents in the related Receivables Mortgage File for the benefit of [the Seller][the Trust][the Indenture Depositor][the Trustee]] and its transferees from time to time. Custodian hereby acknowledges and agrees that it is holding such Receivables Mortgage Loans now and hereafter, from time to time, in its custody or control as agent and bailee for the [the Seller][the Trust][the Indenture Depositor][the Trustee], if the transfer of Receivables Mortgage Loans is deemed not to be an absolute transfer of such ReceivablesMortgage Loans, subject to the continuing pledge and security interest granted by [Originator][the Seller][the TrustOriginator][Depositor] to [the Seller][the Trust][the Indenture Depositor][the Trustee] under the [Purchase Transfer Agreement] [Sale Pooling and Servicing Agreement][IndentureAgreement]. Upon repurchase or substitution of the Receivables Mortgage Loans to which this Custodian Trust Receipt and Certification relates and payment of the applicable repurchase price, the Receivables Mortgage Loans to which this Custodian Trust Receipt and Certification relates shall be returned and released by Custodian to [the Seller][the Trust][the Indenture Depositor][the Trustee], and this Custodian Trust Receipt and Certification shall be and be deemed to be canceled by Custodian and of no force and effect. ________________________ ________________------------------------ ----------------, as Custodian By_______________________ Name: Title: EXHIBIT B REQUEST FOR RELEASE OF DOCUMENTS [DATE] To: [CustodianTo:[Custodian] Re: Custodial Agreement, dated as of May September 1, 1997, by and among Caterpillar Financial Services the Originators listed on Exhibit C thereto (collectively, the "Originators"), Equicredit Corporation of America, as Representative (the "OriginatorRepresentative"), Caterpillar Financial Services Corporation, ) and as Servicer (the "Servicer"), Caterpillar Financial Funding EQCC Receivables Corporation and EQCC Asset Backed Corporation (collectively, the "SellerDepositors"), Caterpillar Financial Asset Trust 1997-A (the "Trust"), The First U.S. Bank National Bank of ChicagoAssociation, as Indenture Trustee (the "Indenture Trustee") and The First National Bank of ChicagoBankBoston, N.A., as Custodian (the "Custodian") In connection with the administration of the Receivables Mortgage Loans held by you as Custodian under the above-referenced Custodial Agreement, [_________], on behalf of [________], requests the release, and acknowledges receipt, of the following for the Receivable Mortgage Loan described below, for the reason indicated:
Appears in 1 contract