The Depository. The Depository has advised the Trust and the Sponsor as follows: The Depository is a limited-purpose trust company organized under the laws of the State of New York, a member of the U.S. Federal Reserve System, a “clearing corporation” within the meaning of the New York Uniform Commercial Code, and a “clearing agency” registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934, as amended. The Depository was created to hold securities of its participants (the “DTC Participants”) and to facilitate the clearance and settlement of securities transactions among the DTC Participants in such securities through electronic book-entry changes in accounts of the DTC Participants, thereby eliminating the need for physical movement of securities certificates. DTC Participants include securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations, some of whom (and/or their representatives) own the Depository. Access to the Depository’s system is also available to others such as banks, brokers, dealers and trust companies that clear through or maintain a custodial relationship with a DTC Participant, either directly or indirectly (“Indirect Participants”).
The Depository. The parties acknowledge that the Depository was selected solely by the Sponsor. The Trustee will have no duty or liability to any Person on account of that selection or the terms of the Deposit Account Agreement. The Depository will be subject at all times and in all respects to the directions of the Trustee and will be responsible solely to it. The rights and duties of the Depository with reference to the Trust will be determined by the Deposit Account Agreement and applicable law. The Trustee shall not amend or terminate the Deposit Account Agreement without the written consent of the Sponsor. The Trustee shall terminate the Deposit Account Agreement if the Sponsor directs it in writing to do so.
The Depository. The Issuers will cooperate with the Initial Purchasers and use their commercially reasonable efforts to permit the Securities to be eligible for clearance and settlement through the facilities of the Depository.
The Depository. The Depository will be subject at all times and in all respects to the directions of the Trustee and will be responsible solely to it. The Depository may resign and be discharged from its duties by notice of such resignation delivered to the Trustee at least 60 days prior to the date on which such resignation is to become effective. Upon such resignation the Trustee will terminate and liquidate the Trust. After the date of this Agreement, the Trustee shall not enter into or amend any Deposit Account Agreement with a Depository without the written approval of the Sponsor (which approval shall not be unreasonably withheld or delayed). Upon the appointment of any successor trustee hereunder, the Depository shall forthwith become, without any further act or writing, the agent hereunder of such successor trustee and the appointment of such successor trustee shall in no way impair the authority of the Depository hereunder; but the successor trustee so appointed shall, nevertheless, on the written request of the Depository, execute and deliver to the Depository all such instruments as may be proper to give to such Depository full and complete power and authority as agent hereunder of such successor trustee.
The Depository. The Company and Holdings jointly and severally agree to cooperate with the Initial Purchasers in arranging for the Securities to be eligible for clearance and settlement through the facilities of the Depository.
The Depository. (a) The Company, upon 30 days' notice to the Depository and the Trustee, may remove or replace the Depository. The Beneficial Owners have no right to either a Book Entry System or a Depository for the Bonds. Notwithstanding any other provision of this Indenture or the Bonds, so long as the Bonds of any series are in a Book Entry System and the Depository is the registered owner of such Bonds: