The Fiscal Agent. (a) The Fiscal Agent shall at all times maintain a long-term unsecured debt rating of no less than "AA-" from S&P (or "A+" from S&P, if the Fiscal Agent's short-term unsecured debt rating is at least "A-1" by S&P) and "AA-" from Fitch (or, in the case of either Rating Agency, such other rating as shall not result in an Adverse Rating Event with respect to any Class of Certificates rated by such Rating Agency, as confirmed in writing by such Rating Agency).
The Fiscal Agent. (1) In acting under this Agreement and in connection with the Notes, the Fiscal Agent is acting solely as agent of the Issuer and does not assume any obligation or relationship of agency or trust with any of the holders of Notes, except that all amounts received and held by the Fiscal Agent for payment in respect of the Notes shall be held in trust (i.e., as mandatary) for the holders of the Notes in a separate account or accounts for payment to the holders of Notes. The Fiscal Agent shall not be liable to pay interest or investment income to the Issuer on any moneys received from the Issuer for the purposes of payment pursuant to Section 7 (Payments by the Issuer to the Fiscal Agent).
The Fiscal Agent. (a) To the extent that the Trustee is required, pursuant to the terms of this Agreement, to make any Advance which has not been deemed a Nonrecoverable Advance, whether as successor Master Servicer or otherwise, and has failed to do so in accordance with the terms hereof, the Fiscal Agent shall make such Advance when and as required by the terms of this Agreement on behalf the Trustee as if the Fiscal Agent were the Trustee hereunder. To the extent that the Fiscal Agent makes an Advance pursuant to this Section 8.13 or otherwise pursuant to this Agreement, the obligations of the Trustee under this Agreement in respect of such Advance shall be satisfied. Notwithstanding anything contained in this Agreement to the contrary, the Fiscal Agent shall be entitled to all limitations on liability, rights of reimbursement and indemnities that the Trustee is entitled to hereunder as if it were the Trustee.
The Fiscal Agent. The Fiscal Agent shall act as specifically provided herein and in the Funding Loan Agreement and may exercise such additional powers as are reasonably incidental hereto and thereto. The Fiscal Agent shall have no duty to act with respect to enforcement of the Owner’s performance hereunder as described in Section 17 unless it shall have actual knowledge of any such default as provided in Section 17. The Fiscal Agent may act as the agent of and on behalf of the Governmental Lender, and any act required to be performed by the Governmental Lender as herein provided shall be deemed taken if such act is performed by the Fiscal Agent. In connection with any such performance, the Fiscal Agent is acting solely as Fiscal Agent under the Funding Loan Agreement and not in its individual capacity, and except as expressly provided herein, all provisions of the Funding Loan Agreement relating to the rights, privileges, powers and protections of the Fiscal Agent, including without limitation those set forth in Section 10 thereof, shall apply with equal force and effect to all actions taken (or omitted to be taken) by the Fiscal Agent in connection with this Regulatory Agreement. Neither the Fiscal Agent nor any of its officers, directors or employees shall be liable for any action taken or omitted to be taken by it hereunder or in connection herewith except for its or their own negligence or willful misconduct.
The Fiscal Agent. Section 11.1. Appointment of Fiscal Agent; Acceptance 36 Section 11.2. Certain Duties and Responsibilities of Fiscal Agent 36 Section 11.3. Notice of Defaults 38 Section 11.4. Certain Rights of Fiscal Agent 38 Section 11.5. Not Responsible for Recitals 39 Section 11.6. May Hold Funding Loan 39 Section 11.7. Moneys Held in Trust 40 Section 11.8. Compensation and Reimbursement 40 Section 11.9. Fiscal Agent Required; Eligibility 40 Section 11.10. Resignation and Removal; Appointment of Successor 41 Section 11.11. Acceptance of Appointment by Successor 41 Section 11.12. Merger, Conversion, Consolidation or Succession to Business 42 Section 11.13. Appointment of Co Fiscal Agent 42 Section 11.14. Loan Servicing 43 Section 11.15. No Recourse Against Officers or Employees of Fiscal Agent 43
The Fiscal Agent. The Fiscal Agent accepts its obligations set forth herein and in the Notes upon the terms and conditions hereof and thereof, including the following, to all of which the Bank agrees and to all of which the rights of the holders from time to time of the Notes shall be subject:
The Fiscal Agent. (a) The Trustee hereby appoints ABN AMRO Bank N.V. as the initial Fiscal Agent hereunder for the purposes of exercising and performing the obligations and duties imposed upon the Fiscal Agent hereunder. The Fiscal Agent shall at all times maintain a long-term unsecured debt rating of no less than "AA-" from Fitch and "AA-" from S&P (and if the Fiscal Agent is rated "AA-" by S&P, a short-term rating of at least "A-1" in the case of S&P) and if any Grace Building Companion Loan Securities are rated by Moody's, a long-term unsecured debt rating of "Aa3" by Moody's (or, in xxx xxxe of either Rating Agency or Moody's, such other xxxxxx as each such Rating Agency or Moody's shall xxxxxx so long as it is accompanied by a statement in wrixxxx xxat any of the then-current ratings assigned by such Rating Agency or Moody's to the respective Classes of the Certificates and, if applicablx, xxx class of Grace Building Companion Loan Securities, would not be downgraded, qualified (if applicable) or withdrawn as a result of such rating).
The Fiscal Agent. (a) The Fiscal Agent shall at all times maintain a long-term unsecured debt rating of no less than "AA-" from each of _____ and _________ (or, in the case of either Rating Agency, such lower rating as will not (as confirmed in writing by such Rating Agency) result in an Adverse Rating Event).
The Fiscal Agent. (a) If the initial Fiscal Agent resigns or is removed, then the Trustee may at any time, including for purposes of satisfying the eligibility requirements of Section 8.06, appoint at its own expense a Fiscal Agent. Any Fiscal Agent so appointed shall be required to execute and deliver to the other parties hereto (with a copy to each Rating Agency) a written agreement to assume and perform the duties of Fiscal Agent set forth in this Agreement; provided that no such Person shall become Fiscal Agent hereunder unless either (i) it satisfies the rating requirements of Section 8.17(b) or (ii) the Trustee shall have received written confirmation from each Rating Agency that the appointment of such proposed fiscal agent would not, in and of itself, result in the withdrawal, downgrade, or qualification of the rating assigned by the Rating Agency to any Class of Certificates then rated by the Rating Agency. The appointment of any Person as Fiscal Agent shall also be subject to receipt by the Depositor, the Master Servicer, the Special Servicer and each Rating Agency of an Opinion of Counsel (at the expense of the Trustee or the Person designated to become the Fiscal Agent) to the effect that the designation of such Person to serve as Fiscal Agent is in compliance with this Section 8.17(a) and all other applicable provisions of this Agreement, that upon the execution and delivery of the applicable appointment agreement the designated Person shall be bound by the terms of this Agreement, and subject to customary limitations, that this Agreement shall be enforceable against the designated Person in accordance with its terms.
The Fiscal Agent. (a) Cancelled Notes: may destroy each Temporary Global Note, Permanent Global Note, Definitive Note and Coupon cancelled by it (or cancelled by another Paying Agent or Replacement Agent and delivered to it) in accordance with Clause 4.11 (Exchange of Temporary Global Note), Clause 4.12 (Exchange of Permanent Global Note), Clause 4.14 (Delivery of Coupon sheets by Paying Agents), Xxxxxx 5.3 (Cancellation of mutilated or defaced Notes) or sub-clause 7.1(d) (Payments by Paying Agents) or Clause 8.3 (Cancellation), in which case it shall at the relevant Issuer’s request furnish such Issuer and the Guarantor with a certificate as to such destruction distinguishing between the Notes of each Series and specifying the certificate or serial numbers of the Temporary Global Note, Permanent Global Note and Definitive Notes in numerical sequence (and containing particulars of any unmatured Coupons and unexchanged Talons attached thereto or surrendered therewith) and the total number by payment or maturity date of Coupons (distinguishing Talons) so destroyed;