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Insurance Agreement
Insurance Agreement (59K)
Doc #175715: Click preview link for longer preview.
INSURANCE AGREEMENT
THIS INSURANCE AGREEMENT is made as of October 1, 2003 by and among MBIA INSURANCE CORPORATION (the Insurer), LEHMAN BROTHERS HOLDINGS INC., as Seller (Seller), STRUCTURED ASSET SECURITIES CORPORATION, as Depositor (the Depositor), and CITIBANK, N.A., a national banking association, in its capacity as trustee under the Trust Agreement and not individually (the Trustee).
RECITALS:
WHEREAS, the Trust Agreement dated as of October 1, 2003 by and among the Depositor, Aurora Loan Services Inc., as Master Servicer and the Trustee (the Trust Agreement) relating to the Structured Asset Securities Corporation Mortgage Pass-Through Certificates, Series 2003-36XS $32,171,000 Class A5 Certificates (the Insured Certificates) provides for, among other things, the issuance of mortgage backed certificates, representing fractional ownership interests in the trust estate (the Trust) established thereby;
WHEREAS, the Depositor has requested that the Insurer issue a certificate guaranty insurance policy (the Policy) to guarantee payment of Insured Payments (as defined in the Policy) to the Trustee for the benefit of the Owners of the Insured Certificates upon such terms and conditions as were mutually agreed upon by the parties and subject to the terms and the conditions of the Policy;
WHEREAS, the parties hereto desire to specify the conditions precedent to the issuance of the Policy by the Insurer and to provide for certain other matters;
NOW, THEREFORE, in consideration of the premises and of the agreements herein contained, the parties hereto agree as follows:
ARTICLE I
DEFINITIONS
Section 1.01. General Definitions. The terms defined in this Article I shall have the meanings provided herein for all purposes of this Agreement, unless the context clearly requires otherwise, in both singular and plural form, as appropriate. Capitalized terms used in this Agreement but not otherwise defined herein will have the meanings assigned to such terms in the Trust Agreement.
Agreement means this Insurance Agreement dated as of October 1, 2003, including any amendments or any supplements hereto as herein permitted.
Business Day means any day other than (i) a Saturday or a Sunday, (ii) a day on which the Insurer is closed or (iii) a day on which banking institutions in New York City, New York or in the city in which the corporate trust office of the Trustee under the Trust Agreement is located are authorized or obligated by law or executive order to close.
Class A5 Premium Percentage shall have the meaning set forth in paragraph 1(a) of the Commitment.
Commitment means the Commitment dated October 29, 2003 between Lehman Brothers Inc. and the Insurer.
Custodial Agreement means each Custodial Agreement as defined in the Trust Agreement, including any amendments and supplements thereto as therein and herein permitted.
Date of Issuance means the date on which the Policy is issued as specified therein.
Event of Default means any event of default set forth in Section 5.01 hereof.
Financial Statements means, with respect to the Seller or the Depositor the balance sheets and the statements of income and retained earnings and the notes thereto.
Indemnification Agreement means the Indemnification Agreement dated as of October 29, 2003 among the Insurer, the Seller and the Underwriter including any amendments and supplements thereto as therein and herein permitted.
Late Payment Rate means the rate of interest publicly announced by Citibank, N.A. at its principal office in New York, New York as its prime rate (any change in such prime rate of interest to be effective on the date such change is announced by Citibank, N.A.) plus 3%. The Late Payment Rate shall be computed on the basis of a year of 365 days calculating the actual number of days elapsed. In no event shall the Late Payment Rate exceed the maximum rate permissible under law applicable to this Agreement limiting interest rates.
Material Adverse Change means, in respect of any Person, a material adverse change in the ability of such Person to perform its obligations under any of the Transaction Documents.
Moodys means Moodys Investors Service, Inc., a Delaware corporation, and any successor thereto, and, if such corporation shall for any reason no longer perform the functions of a securities rating agency, Moodys shall be deemed to refer to any other nationally recognized rating agency designated by the Insurer.
Mortgage Loan Sale Agreement means the Mortgage Loan Sale and Assignment Agreement dated as of October 1, 2003 between Seller and the Depositor including any amendments and supplements thereto as therein and herein permitted.
Offering Document means the Prospectus dated August 26, 2003 and the Prospectus Supplement thereto dated October 29, 2003 of the Depositor in respect of the Insured Certificates (and any amendment or supplement thereto) and any other offering document in respect of the Insured Certificates prepared by the Depositor that makes reference to the Policy.
Owner means each Holder (as defined in the Trust Agreement) of an Insured Certificate who, on the applicable Distribution Date, is entitled under the terms of the Insured Certificates to payment thereunder.
175715
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Aurora Loan
As referenced in this Insurance Agreement:
Aurora Loan Services Inc – Trust Agreement and not individually (the Trustee).
RECITALS:
WHEREAS, the Trust Agreement dated as of October 1, 2003 by and among the Depositor, Aurora Loan Services Inc ., as Master Servicer and the Trustee (the Trust Agreement) relating to the Structured Asset Securities Corporation Mortgage Pass-Through Certificates, Series 2003-
_____________
Aurora Loan Services Inc – including the transaction described in the Offering Document.
Trust Agreement means the Trust Agreement dated as of October 1, 2003 among the Depositor, Aurora Loan Services Inc ., as Master Servicer and the Trustee, including any amendments and supplements thereto as therein and herein permitted.
Underwriter means Lehman Brothers Inc.
_____________
dt 280454
;
Citibank
As referenced in this Insurance Agreement:
CITIBANK, N.A. – EXHIBIT 99.3 INSURANCE AGREEMENT
MBIA INSURANCE CORPORATION,
as Insurer
LEHMAN BROTHERS HOLDINGS INC.,
as Seller
STRUCTURED ASSET SECURITIES CORPORATION,
as Depositor
and
CITIBANK, N.A. ,
as Trustee
INSURANCE AGREEMENT
Structured Asset Securities Corporation
Mortgage Pass-Through Certificates, Series 2003-36XS
$32,171,000 Class A5 Certificates
Dated
_____________
CITIBANK, N.A. – and among MBIA INSURANCE CORPORATION (the Insurer), LEHMAN BROTHERS HOLDINGS INC., as Seller (Seller), STRUCTURED ASSET SECURITIES CORPORATION, as Depositor (the Depositor), and CITIBANK, N.A. , a national banking association, in its capacity as trustee under the Trust Agreement and not individually (the Trustee).
RECITALS:
WHEREAS, the Trust
_____________
Citibank, N.A. – Underwriter including any amendments and supplements thereto as therein and herein permitted.
Late Payment Rate means the rate of interest publicly announced by Citibank, N.A. at its principal office in New York, New York as its prime rate (any change in such prime rate of interest to
_____________
Citibank, N.A. – as its prime rate (any change in such prime rate of interest to be effective on the date such change is announced by Citibank, N.A. ) plus 3%. The Late Payment Rate shall be computed on the basis of a year of 365 days calculating the actual number
_____________
Citibank, N.A. – the Insurer, Reimbursable Amounts due to the Insurer shall bear interest at a rate equal to the rate of interest publicly announced by Citibank, N.A. at its principal office in New York, New York as its prime rate (any change in such prime rate of interest to
_____________
dt 146172
;
 Lehman Brothers
As referenced in this Insurance Agreement:
LEHMAN BROTHERS HOLDINGS INC –
Exhibit 99.3 Insurance Agreement
EX-99 6 insuranceagreement.htm EXHIBIT 99.3 INSURANCE AGREEMENT
MBIA INSURANCE CORPORATION,
as Insurer
LEHMAN BROTHERS HOLDINGS INC .,
as Seller
STRUCTURED ASSET SECURITIES CORPORATION,
as Depositor
and
CITIBANK, N.A.,
as Trustee
INSURANCE AGREEMENT
Structured Asset Securities Corporation
Mortgage Pass-
_____________
LEHMAN BROTHERS HOLDINGS INC – Party Beneficiary
24
INSURANCE AGREEMENT
THIS INSURANCE AGREEMENT is made as of October 1, 2003 by and among MBIA INSURANCE CORPORATION (the Insurer), LEHMAN BROTHERS HOLDINGS INC ., as Seller (Seller), STRUCTURED ASSET SECURITIES CORPORATION, as Depositor (the Depositor), and CITIBANK, N.A., a national banking association, in its capacity
_____________
Lehman Brothers Holdings Inc – New York, NY 10005
Attention: Structured Finance ServiceSASCO 2003-36XS
Telecopy No.: (212) 657-4009
Confirmation: (212) 657-7781
(d)
To the Seller:
Lehman Brothers Holdings Inc .
745 Seventh Avenue, 7th Floor
New York, NY 10019
Attention: Scott Kimmel/Lehman Brothers (Legal)
Telecopy No.:
(212) 526-3332
Confirmation:
(212)
_____________
LEHMAN BROTHERS HOLDINGS INC – INSURANCE CORPORATION
By:
/s/ Adam M. Carta________________
Title:
Assistant Secretary
STRUCTURED ASSET SECURITIES CORPORATION, as Depositor
By:
/s/ Daniel Israeli___________________
Title:
Vice President
LEHMAN BROTHERS HOLDINGS INC ., as Seller
By:
/s/ Joseph J. Kelly_________________
Title:
Senior Vice President
CITIBANK, N.A., as Trustee
By:
/s/ Karen Schluter___________________
Title:
Assistant
_____________
dt 105729
;
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Lehman Brothers
As referenced in this Insurance Agreement:
Lehman Brothers Inc – Percentage shall have the meaning set forth in paragraph 1(a) of the Commitment.
Commitment means the Commitment dated October 29, 2003 between Lehman Brothers Inc . and the Insurer.
Custodial Agreement means each Custodial Agreement as defined in the Trust Agreement, including any amendments and supplements thereto as
_____________
Lehman Brothers Inc – Aurora Loan Services Inc., as Master Servicer and the Trustee, including any amendments and supplements thereto as therein and herein permitted.
Underwriter means Lehman Brothers Inc .
Underwriting Agreement means the Underwriting Agreement dated as of April 16, 1996 between the Depositor and the Underwriter, as supplemented by a
_____________
dt 105060
;
MBIA Insurance Corporation;
Structured Asset Sec Corp Mort Pass Thr Cert Ser 2003-36XS
|
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| 2003 | Featured:
Insurance Agreement
Insurance Agreement (110K)
Doc #175741: Click preview link for longer preview.
INSURANCE AGREEMENT
THIS INSURANCE AGREEMENT (this Insurance Agreement) is dated as of November 18, 2003 by and among MBIA INSURANCE CORPORATION (the Note Insurer), CAPITAL ONE AUTO FINANCE, INC., in its individual capacity as seller under the Purchase Agreement (COAF) and as the Servicer (the Servicer), CAPITAL ONE AUTO RECEIVABLES, LLC, as Seller (the Seller), CAPITAL ONE AUTO FINANCE TRUST 2003-B, as Issuer (the Issuer), and JPMORGAN CHASE BANK in its capacity as indenture trustee (the Indenture Trustee).
WHEREAS, the Indenture Trustee is authenticating $1,000,000,000 principal amount of the Capital One Auto Finance Trust 2003-B, Asset Backed Notes, Series 2003-B, Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, and Class A-4 Notes, pursuant to an Indenture as more specifically defined below. The Notes will be secured by the Trust Estate as defined in the Indenture; and
WHEREAS, the Issuer, Seller, COAF and Servicer have requested that the Note Insurer issue its Note Guaranty Insurance Policy (the Note Insurance Policy) to guarantee payment of Insured Payments (as defined in Note Insurance Policy) with respect to the Notes, upon such terms and conditions as were mutually agreed upon by the parties and subject to the terms and conditions of the Note Insurance Policy and has asked the Note Insurer to issue an Interest Rate Swap Policy (the Swap Policy) and together with the Note Insurance Policy, the Policies) and the Note Insurer has agreed to insure certain amounts which may be due from the Owner Trustee on behalf of Capital One Auto Finance Trust 2003-B (the Issuer) to the Swap Provider under the Swap Agreement; and
WHEREAS, the parties hereto desire to specify the conditions precedent to the issuance of the Policies by the Note Insurer, the indemnity and reimbursement to be provided by COAF and the Servicer in respect of amounts paid by the Note Insurer under the Policies and to provide for certain other matters; and
WHEREAS, the Note Insurer shall be paid an insurance premium pursuant to the Indenture, and the details of such premium are set forth herein; and
WHEREAS, each COAF Company (as defined below) has undertaken certain obligations in consideration for the Note Insurers issuance of the Policies;
NOW, THEREFORE, in consideration of the premises and the mutual agreements herein contained, the parties hereto agree as follows:
ARTICLE I
DEFINITIONS
The terms defined in this Article I shall have the meanings provided herein for all purposes of this Insurance Agreement, unless the context clearly requires otherwise, in both singular and plural form, as appropriate. Unless the context clearly requires otherwise, all
capitalized terms used herein and not otherwise defined in this Article I shall have the meanings assigned to them in the Transaction Documents (as defined below). All words used herein shall be construed to be of such gender or number as the circumstances require. This Insurance Agreement shall mean this Insurance Agreement as a whole and as the same may, from time to time hereafter, be amended, supplemented or modified. The words herein, hereby, hereof, hereto, hereinabove and hereinbelow, and words of similar import, refer to this Insurance Agreement as a whole and not to any particular paragraph, clause or other subdivision hereof, unless otherwise specifically noted.
Approved Party means an entity that (i) is rated at least investment grade by S&P and Moodys, or (ii) has a consolidated Tangible Net Worth not less than the greater of 8.5% of its Managed Assets and $400,000,000.
Business Day means any day other than a Saturday or a Sunday or a day on which banking institutions in the states of Delaware, California, Texas, Virginia or New York, or in the state in which the Corporate Trust Office of the Indenture Trustee is located, are authorized or obligated by law, executive order or government decree to be closed.
Capital One Information means the information included in the Prospectus, but excluding the Note Insurer Information and the Underwriter Information.
COAF means Capital One Auto Finance, Inc., a Texas corporation, and its successors and assigns.
COAF Company means COAF, in its individual capacity as seller under the Purchase Agreement and as Servicer, and the Seller.
Commission means the Securities and Exchange Commission.
Cumulative Net Charge-Off Ratio means, as of any Determination Date, the ratio of (a) the aggregate Principal Balance of Receivables that became Defaulted Receivables plus all the Cram Down Losses which occurred during the period from the Initial Cut-Off Date through the end of the related Collection Period reduced by the amount of Liquidation Proceeds with respect to Defaulted Receivables received during such period which are applied to principal of the Defaulted Receivables to (b) the sum of (i) the initial aggregate Principal Balance of the Initial Receivables plus (ii) the initial aggregate Principal Balance of the Subsequent Receivables as of their respective Subsequent Cut-Off Dates.
Date of Issuance means the date on which each Policy is issued as specified therein.
Default means any event which results, or which with the giving of notice or the lapse of time or both would result, in an Event of Default.
Delinquency Ratio means, as of a Determination Date, the ratio of (a) the aggregate Principal Balance of Receivables that were Delinquent Receivables at the end of the related Collection Period to (b) the aggregate Principal Balance of all Receivables as of the first day of such related Collection Period.
175741
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Citibank
As referenced in this Insurance Agreement:
Citibank, N.A. – Issuer means Capital One Auto Finance Trust 2003-B.
Late Payment Rate means the rate of interest as it is publicly announced by Citibank, N.A. at its principal office in New York, New York as its prime rate (any change in such prime rate of interest to
_____________
Citibank, N.A. – as its prime rate (any change in such prime rate of interest to be effective on the date such change is announced by Citibank, N.A. ) plus 2.0%. The Late Payment Rate shall be computed on the basis of a year of 365 days calculating the actual
_____________
dt 146173
;
JPMorgan Chase
As referenced in this Insurance Agreement:
JPMORGAN CHASE – AUTO RECEIVABLES, LLC,
as Seller,
CAPITAL ONE AUTO FINANCE TRUST 2003-B,
as Issuer
and
JPMORGAN CHASE BANK,
as Indenture Trustee
$1,000,000,000
Capital One Auto Finance Trust 2003-B
JPMORGAN CHASE – Seller (the Seller), CAPITAL ONE AUTO FINANCE TRUST 2003-B, as Issuer (the Issuer), and JPMORGAN CHASE BANK in its capacity as indenture trustee (the Indenture Trustee).
WHEREAS, the Indenture Trustee is
JPMorgan Chase – Legal Department
Facsimile: (703) 720-2121
Confirmation: (703) 720-1000
35
To the Indenture Trustee:
JPMorgan Chase Bank
6th Floor
4 New York Plaza,
New York, NY 10004-2413
Attention: Institutional Trust
JPMORGAN CHASE – Trustee
By
/s/ Joann A. Rozell
Name:
Joann A. Rozell
Title:
Financial Services Officer
39
JPMORGAN CHASE BANK,
as Indenture Trustee
By
/s/ Craig M. Kantor
Name:
Craig M. Kantor
Title:
Vice
dt 46231
;
Lehman Brothers
As referenced in this Insurance Agreement:
Lehman Brothers Inc – the Note Insurer.
Indemnification Agreement means that certain Indemnification Agreement dated as of November 5, 2003 by and among the Note Insurer and Lehman Brothers Inc . and Wachovia Securities, as Representatives of the several Underwriters (as defined therein).
Indenture means that certain Indenture dated as of November 18,
_____________
dt 105061
;
|
Wachovia Bank
As referenced in this Insurance Agreement:
Wachovia Bank, – Swap Insurance Policy No. 42801(2) issued by MBIA Insurance Corporation, which guarantees certain payments due under the Swap Agreement.
Swap Provider means Wachovia Bank, National Association, and its permitted successors and assigns.
Tangible Net Worth means, with respect to any Person, the net worth of such
_____________
dt 88907
;
Wilmington Trust
As referenced in this Insurance Agreement:
Wilmington Trust Co – Finance 2003-B
Facsimile: (212) 623-5932
Confirmation: (212) 623-5379
To the Issuer:
Capital One Auto Finance Trust 2003-B
c/o Wilmington Trust Co mpany
Rodney Square North
North Market Street
Wilmington, DE 19890
Attention: Corporate Trust Administration Capital One Auto Finance Trust 2003-B
Facsimile: (302)
_____________
Wilmington Trust Co – Liability. It is expressly understood and agreed by and among the parties hereto (a) that this Insurance Agreement is executed and delivered by Wilmington Trust Co mpany, not in its individual capacity but solely as Owner Trustee under the Amended and Restated Trust Agreement dated as of November 18,
_____________
Wilmington Trust Co – Owner Trustee, (b) each of the representations, undertakings and agreements made herein by the Issuer are not personal representations, undertakings and agreements of Wilmington Trust Co mpany, but are binding only on the Issuer, (c) nothing contained herein shall be construed as creating any liability on Wilmington Trust Company,
_____________
Wilmington Trust Co – of Wilmington Trust Company, but are binding only on the Issuer, (c) nothing contained herein shall be construed as creating any liability on Wilmington Trust Co mpany, individual or personally, to perform any covenant of the Issuer either expressed or implied contained herein, all such liability, if any, being
_____________
Wilmington Trust Co – waived by the parties hereto and by any person claiming by, through or under any such party, and (d) under no circumstances shall Wilmington Trust Co mpany be personally liable for the payment of any indebtedness or expense of the Issuer or be liable for the breach or failure
_____________
dt 99763
;
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Insurance Agreement
Insurance Agreement (33K)
Doc #182156: Click preview link for longer preview.
INSURANCE AGREEMENT
THIS INSURANCE AGREEMENT, dated December 5, 2002, is entered into by and between XL CAPITAL ASSURANCE INC., a New York stock insurance company ( "XLCA"), KANSAS CITY POWER & LIGHT COMPANY, a corporation duly organized under the laws of the State of Missouri (the "Company"), and THE BANK OF NEW YORK, a New York banking corporation (the "Trustee").
WHEREAS , pursuant to and in accordance with the provisions of an Indenture of Trust dated as of December 1, 1993 (the "Original Indenture", and as amended and supplemented from time to time, the "Indenture") between the City of Burlington, Kansas (the "Issuer") and the Trustee, on December 7, 1993 the Issuer issued its Environmental Improvement Revenue Refunding Bonds (Kansas City Power & Light Company Project) Series 1993A and Series 1993B in the aggregate principal amount of $79,480,000 (the "Bonds") ; and
WHEREAS, pursuant to an Equipment Sublease Agreement (the "Sublease"), dated as of December 1, 1993, between the Issuer and the Company, the Issuer leased the Project to the Company and the Company agreed to make subrental payments when due under the Indenture in accordance with the terms thereof (such terms heretofore undefined having the meanings given thereto in the Sublease); and
WHEREAS , the Issuer has determined to amend the Original Indenture in order to secure the Bonds with bond insurance policies issued by XLCA; and
WHEREAS, XLCA has issued financial guaranty insurance policies with respect to each series of the Bonds (collectively, the "Policy") which insures the payment of principal of and interest on the Bonds from the date hereof on the terms specified therein; and
WHEREAS, as a condition to the issuance of the Policy, XLCA requires that certain notices and other information be delivered from time to time by the Trustee and the Company and that certain rights be available to it in addition to those under the Indenture; and
WHEREAS, the Company and the Trustee understand that XLCA expressly requires the delivery of this Agreement as part of the consideration for the delivery by XLCA of the Policy;
NOW, THEREFORE, in consideration of the premises and of the agreements herein contained and of the execution and delivery of the Policy, the Company, the Trustee and XLCA agree as follows:
ARTICLE I
DEFINITIONS; PREMIUM AND EXPENSES
SECTION 1.01. Definitions. Except as otherwise expressly provided herein or unless the context otherwise requires, the terms which are capitalized herein shall have the meanings specified in Annex A hereto.
SECTION 1.02 Premium. In consideration of XLCA agreeing to issue the Policy, the Company hereby agrees to pay to XLCA the Premium on the date of issuance of the Policy.
SECTION 1.03. Certain Other Expenses. The Company will pay all reasonable fees and disbursements of XLCA's and the Trustee's counsel related to any modification of this Agreement requested by the Company.
ARTICLE II
REIMBURSEMENT OBLIGATION; COVENANTS OF THE COMPANY
SECTION 2.01. Reimbursement Obligation.
(a) The Company agrees to reimburse XLCA, from any available funds, immediately and unconditionally upon demand for all amounts advanced by XLCA under the Policy. To the extent that any such payment due hereunder is not paid when due, interest shall accrue on such unpaid amounts at a rate equal to the Effective Interest Rate.
(b) The Company also agrees to reimburse XLCA immediately and unconditionally upon demand for all reasonable expenses incurred by XLCA in connection with the enforcement by XLCA of the Company's obligations under this Agreement, together with interest accruing at the Effective Interest Rate on any unpaid expenses from and including the date which is 30 days from the date a statement for such expenses is received by the Company to the date of payment. It is understood and agreed that the fees and expenses of any nationally recognized law firm shall be deemed reasonable for purposes of this paragraph.
SECTION 2.02. Covenants.
(a) Indebtedness to Total Capitalization. The Company shall at all times cause the ratio of (i) Indebtedness of the Company and its Consolidated Subsidiaries to (ii) Total Capitalization to be less than or equal to 0.68 to 1.0.
(b) Issuance Test Covenant. The Company will not issue any additional First Mortgage Bonds without the consent of XLCA if at the time of the calculation after giving effect to such issuance:
(i) The long term rating for such First Mortgage Bonds by S&P or Moody's will be at or below A- (negative outlook) or (negative credit watch) or A3 (negative outlook) or (negative credit watch), respectively and the proposed issuance would cause the proportion of First Mortgage Bonds to Total Indebtedness to exceed 50%.
(ii) The long term rating for such First Mortgage Bonds by S&P or Moody's will be at or above A- (stable outlook) or A3 (stable outlook), respectively and the proposed issuance would cause the proportion of First Mortgage Bonds to Total Indebtedness to exceed 75%;
Notwithstanding the foregoing, should the Company issue First Mortgage Bonds in excess of 50% of Total Indebtedness (such excess, "Excess First Mortgage Bonds") and should the long term rating assigned to First Mortgage Bonds subsequently be reduced by S&P or Moody's to or below A- (negative outlook) or (negative credit watch) or A3 (negative outlook) or (negative credit watch), respectively, the Company shall be under no obligation to replace its Excess First Mortgage Bonds with unsecured debt, but the consent of XLCA shall be required prior to the issuance of any additional First Mortgage Bonds.
SECTION 2.03. Unconditional Obligation. The obligations of the Company hereunder are absolute and unconditional and will be paid or performed strictly in accordance with this Agreement, irrespective of:
(a) any lack of validity or enforceability of, or any amendment or other modification of, or waiver with respect to the Bonds or any of the Bond Documents;
182156
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Citibank
As referenced in this Insurance Agreement:
Citibank, N.A. – have been) consolidated with the financial statements of such Person in accordance with GAAP.
"Effective Interest Rate" means the "prime rate" announced by Citibank, N.A. , from time to time, plus 2%.
"Event of Default" means any of the events of default set forth in Section 4.01
_____________
dt 146244
;
ISDA
As referenced in this Insurance Agreement:
International Swaps and Derivatives Association – terms and conditions of, or governed by, any form of master agreement published by the International Swaps and Derivatives Association , Inc., any International Foreign Exchange Master Agreement, or any other master agreement (any such
_____________
dt 75659
;
|
BNY
As referenced in this Insurance Agreement:
BANK OF NEW YORK, – corporation duly organized under the laws of the State of Missouri (the "Company"), and THE BANK OF NEW YORK, a New York banking corporation (the "Trustee").
WHEREAS, pursuant to and in accordance with
Bank of New York
– City, Missouri 64106
Attention: Assistant Treasurer
Facsimile: (816) 556-2992
If to the Trustee:
The Bank of New York
101 Barclay Street, 21W
New York, New York 10286
Attention: Corporate Trust Administration
Facsimile: (
BANK OF NEW YORK, – Name: Andrea F. Bielsker
Title: Senior Vice President - Finance,
Chief Financial Officer and Treasurer
THE BANK OF NEW YORK, as Trustee
By: /s/ Tae-Ho Chang
Name: (Alex) Tae-Ho Change
Title: Assistant
dt 42655
;
Kansas City Power & Light Company;
Great Plains Energy Inc
|
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| 2007 |
Insurance Agreement
Insurance Agreement (180K)
Doc #2708202: Click preview link for longer preview.
XL CAPITAL ASSURANCE INC.,
as Insurer
AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2007-A-X,
as Issuer
AMERICREDIT FINANCIAL SERVICES, INC.
Individually, as Custodian and as Servicer
AFS SENSUB CORP.,
as Seller
WELLS FARGO BANK, NATIONAL ASSOCIATION
as Trustee, as Trust Collateral Agent, as Collateral
. . .
2708202
| | |
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| 2007 |
Insurance Agreement
Insurance Agreement (180K)
Doc #2723528: Click preview link for longer preview.
XL CAPITAL ASSURANCE INC.,
as Insurer
AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2007-A-X,
as Issuer
AMERICREDIT FINANCIAL SERVICES, INC.
Individually, as Custodian and as Servicer
AFS SENSUB CORP.,
as Seller
WELLS FARGO BANK, NATIONAL ASSOCIATION
as Trustee, as Trust Collateral Agent, as Collateral
. . .
2723528
| | |
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| 2007 |
Insurance Agreement
Insurance Agreement (127K)
Doc #2862789: Click preview link for longer preview.
INSURANCE AGREEMENT
among
MBIA INSURANCE CORPORATION,
as Note Insurer,
CAPITAL ONE AUTO FINANCE, INC.,
in its individual capacity and as Servicer,
CAPITAL ONE AUTO RECEIVABLES, LLC,
as Seller,
CAPITAL ONE AUTO FINANCE TRUST 2007-B,
as Issuer
and
DEUTSCHE BANK TRUST COMPANY AMERICAS,
as Indenture Trustee
$2,000,000,000
Capital One Auto Finance Trust 2007-B
Asset Backed Notes, Series 2007-B
Class A-1 Notes, Class A-2 Notes,
Class A-3-A Notes, Class A-3-B Notes, and Class A-4 Notes
Dated as of May 10, 2007 . . .
2862789
|
BofA Securities
As referenced in this Insurance Agreement:
Banc of America Securities LLC – Company
1100 North Market Street
Wilmington, DE 19890
Attention: Corporate Trust Administration
Capital One Auto Finance Trust 2007-B
Facsimile: (302) 636-4140
Confirmation: (302) 636-6188
To the Underwriters:
Banc of America Securities LLC , as Representative of the several Underwriters
Hearst Tower
214 North Tryon Street
Charlotte, NC 28255
Attention: Jim Mackey
Facsimile: (704) 386-2731
Confirmation: (704) 388-2308
Credit Suisse Securities (
_____________
dt 1706621
;
DB Trust
As referenced in this Insurance Agreement:
DEUTSCHE BANK TRUST CO – Insurer,
CAPITAL ONE AUTO FINANCE, INC.,
in its individual capacity and as Servicer,
CAPITAL ONE AUTO RECEIVABLES, LLC,
as Seller,
CAPITAL ONE AUTO FINANCE TRUST 2007-B,
as Issuer
and
DEUTSCHE BANK TRUST CO MPANY AMERICAS,
as Indenture Trustee
$2,000,000,000
Capital One Auto Finance Trust 2007-B
Asset Backed Notes, Series 2007-B
Class A-1 Notes, Class A-2 Notes,
_____________
DEUTSCHE BANK TRUST CO – Purchase Agreement (COAF) and as the Servicer (the Servicer), CAPITAL ONE AUTO RECEIVABLES, LLC, as Seller (the Seller), CAPITAL ONE AUTO FINANCE TRUST 2007-B, as Issuer (the Issuer), and DEUTSCHE BANK TRUST CO MPANY AMERICAS in its capacity as indenture trustee (the Indenture Trustee).
WHEREAS, the Indenture Trustee is authenticating $2,000,000,000 principal amount of the Capital One Auto Finance Trust
_____________
Deutsche Bank Trust Co – a Material Adverse Change with respect to the Insurer.
(j) No Affiliations. There are no affiliations relating to the Note Insurer and any of the following parties or their affiliates: Deutsche Bank Trust Co mpany Americas (the Indenture Trustee), Wilmington Trust Company (the Owner Trustee) or Credit Suisse International (the Swap Counterparty).
(k) As of the Closing Date and as of each date that
_____________
Deutsche Bank Trust Co – a copy to:
Capital One Auto Receivables, LLC
1680 Capital One Drive
McLean, VA 22102
Attention: Legal Department
Facsimile: (703) 720-2121
Confirmation: (703) 720-1000
To the Indenture Trustee:
Deutsche Bank Trust Co mpany Americas
60 Wall Street, 26th Floor
New York, NY 10005
Attention: Structured Finance Services
Capital One 2007B
Facsimile: (212) 253-2462
Confirmation: (212) 250-3082
To the Issuer:
Capital
_____________
DEUTSCHE BANK TRUST CO – in its capacity as Owner Trustee
By:
/s/ J. Christopher Murphy
Name:
J. Christopher Murphy
Title:
Financial Services Officer
[CAPITAL ONE AUTO FINANCE TRUST 2007-B
INSURANCE AGREEMENT SIGNATURE PAGE]
DEUTSCHE BANK TRUST CO MPANY AMERICAS,
not in its individual capacity but solely as Indenture Trustee
By:
/s/ Aranka R. Paul
Name:
Aranka R. Paul
Title:
Assistant Vice President
By:
/s/ Irene Siegel
Name:
_____________
dt 1720428
;
|
 Dechert
As referenced in this Insurance Agreement:
Dechert – delivered to the Underwriters or the Initial Purchaser pursuant to the Underwriting Agreement or the Note Purchase Agreement, as the case may be, other than the negative assurance letters of Dechert LLP, counsel to the Underwriters and the Initial Purchaser and Mayer, Brown, Rowe & Maw LLP, counsel to the COAF Companies.
(o) Conform to Documents. The Note Insurer and its
_____________
dt 1729626
;
Kutak Rock
As referenced in this Insurance Agreement:
Kutak Rock – sponsors, depositors or issuing entitys responsibility for the timely delivery of financial information under Item 1114(b)(2) of Regulation AB. The term Opinion of Counsel means the opinion of Kutak Rock LLP or another nationally recognized securitization counsel to MBIA reasonably acceptable to COAF.
ARTICLE V
DEFAULTS; REMEDIES
Section 5.01. Defaults. The occurrence of any of the following events
_____________
dt 1702816
|
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Insurance Agreement
Insurance Agreement (127K)
Doc #2862811: Click preview link for longer preview.
INSURANCE AGREEMENT
among
MBIA INSURANCE CORPORATION,
as Note Insurer,
CAPITAL ONE AUTO FINANCE, INC.,
in its individual capacity and as Servicer,
CAPITAL ONE AUTO RECEIVABLES, LLC,
as Seller,
CAPITAL ONE AUTO FINANCE TRUST 2007-B,
as Issuer
and
DEUTSCHE BANK TRUST COMPANY AMERICAS,
as Indenture Trustee
$2,000,000,000
Capital One Auto Finance Trust 2007-B
Asset Backed Notes, Series 2007-B
Class A-1 Notes, Class A-2 Notes,
Class A-3-A Notes, Class A-3-B Notes, and Class A-4 Notes
Dated as of May 10, 2007 . . .
2862811
|
BofA Securities
As referenced in this Insurance Agreement:
Banc of America Securities LLC – Company
1100 North Market Street
Wilmington, DE 19890
Attention: Corporate Trust Administration
Capital One Auto Finance Trust 2007-B
Facsimile: (302) 636-4140
Confirmation: (302) 636-6188
To the Underwriters:
Banc of America Securities LLC , as Representative of the several Underwriters
Hearst Tower
214 North Tryon Street
Charlotte, NC 28255
Attention: Jim Mackey
Facsimile: (704) 386-2731
Confirmation: (704) 388-2308
Credit Suisse Securities (
_____________
dt 1706623
;
DB Trust
As referenced in this Insurance Agreement:
DEUTSCHE BANK TRUST CO – Insurer,
CAPITAL ONE AUTO FINANCE, INC.,
in its individual capacity and as Servicer,
CAPITAL ONE AUTO RECEIVABLES, LLC,
as Seller,
CAPITAL ONE AUTO FINANCE TRUST 2007-B,
as Issuer
and
DEUTSCHE BANK TRUST CO MPANY AMERICAS,
as Indenture Trustee
$2,000,000,000
Capital One Auto Finance Trust 2007-B
Asset Backed Notes, Series 2007-B
Class A-1 Notes, Class A-2 Notes,
_____________
DEUTSCHE BANK TRUST CO – Purchase Agreement (COAF) and as the Servicer (the Servicer), CAPITAL ONE AUTO RECEIVABLES, LLC, as Seller (the Seller), CAPITAL ONE AUTO FINANCE TRUST 2007-B, as Issuer (the Issuer), and DEUTSCHE BANK TRUST CO MPANY AMERICAS in its capacity as indenture trustee (the Indenture Trustee).
WHEREAS, the Indenture Trustee is authenticating $2,000,000,000 principal amount of the Capital One Auto Finance Trust
_____________
Deutsche Bank Trust Co – a Material Adverse Change with respect to the Insurer.
(j) No Affiliations. There are no affiliations relating to the Note Insurer and any of the following parties or their affiliates: Deutsche Bank Trust Co mpany Americas (the Indenture Trustee), Wilmington Trust Company (the Owner Trustee) or Credit Suisse International (the Swap Counterparty).
(k) As of the Closing Date and as of each date that
_____________
Deutsche Bank Trust Co – a copy to:
Capital One Auto Receivables, LLC
1680 Capital One Drive
McLean, VA 22102
Attention: Legal Department
Facsimile: (703) 720-2121
Confirmation: (703) 720-1000
To the Indenture Trustee:
Deutsche Bank Trust Co mpany Americas
60 Wall Street, 26th Floor
New York, NY 10005
Attention: Structured Finance Services
Capital One 2007B
Facsimile: (212) 253-2462
Confirmation: (212) 250-3082
To the Issuer:
Capital
_____________
DEUTSCHE BANK TRUST CO – in its capacity as Owner Trustee
By:
/s/ J. Christopher Murphy
Name:
J. Christopher Murphy
Title:
Financial Services Officer
[CAPITAL ONE AUTO FINANCE TRUST 2007-B
INSURANCE AGREEMENT SIGNATURE PAGE]
DEUTSCHE BANK TRUST CO MPANY AMERICAS,
not in its individual capacity but solely as Indenture Trustee
By:
/s/ Aranka R. Paul
Name:
Aranka R. Paul
Title:
Assistant Vice President
By:
/s/ Irene Siegel
Name:
_____________
dt 1720433
;
|
Dechert
As referenced in this Insurance Agreement:
Dechert – delivered to the Underwriters or the Initial Purchaser pursuant to the Underwriting Agreement or the Note Purchase Agreement, as the case may be, other than the negative assurance letters of Dechert LLP, counsel to the Underwriters and the Initial Purchaser and Mayer, Brown, Rowe & Maw LLP, counsel to the COAF Companies.
(o) Conform to Documents. The Note Insurer and its
_____________
dt 1729628
;
Kutak Rock
As referenced in this Insurance Agreement:
Kutak Rock – sponsors, depositors or issuing entitys responsibility for the timely delivery of financial information under Item 1114(b)(2) of Regulation AB. The term Opinion of Counsel means the opinion of Kutak Rock LLP or another nationally recognized securitization counsel to MBIA reasonably acceptable to COAF.
ARTICLE V
DEFAULTS; REMEDIES
Section 5.01. Defaults. The occurrence of any of the following events
_____________
dt 1702817
|
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Insurance Agreement
Insurance Agreement (150K)
Doc #2944710: Click preview link for longer preview.
MBIA INSURANCE CORPORATION,
as Insurer
AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2007-C-M,
as Issuer
AMERICREDIT FINANCIAL SERVICES, INC.,
Individually, as Custodian and as Servicer
AFS SENSUB CORP.,
as Seller
WELLS FARGO BANK, NATIONAL ASSOCIATION
as Trustee, as Trust Collateral Agent, as Collateral Agent and Backup Servicer
INSURANCE AGREEMENT
$1,500,000,000
AmeriCredit Automobile Receivables Trust 2007-C-M
Automobile Receivables Backed Notes
$273,000,000 Class A-1 Notes
$370,000,000 Class A-2 Notes
$175,000,000 Class A-3-A Notes
$271,000,000 Class A-3-B . . .
2944710
| | |
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| 2007 |
Insurance Agreement
Insurance Agreement (135K)
Doc #2996944: Click preview link for longer preview.
MBIA INSURANCE CORPORATION,
as Insurer
UPFC AUTO RECEIVABLES TRUST 2007-A,
as Issuer
UNITED AUTO CREDIT CORPORATION,
Individually and as Servicer
UPFC AUTO FINANCING CORPORATION,
as Seller
and
DEUTSCHE BANK TRUST COMPANY AMERICAS,
as Trustee, as Trust Collateral Agent, as Collateral Agent and as Backup Servicer
INSURANCE AGREEMENT
UPFC Auto Receivables Trust 2007-A
Class A-1 Notes, Class A-2 Notes
and Class A-3 Notes
Dated as of June 14, 2007
TABLE OF CONTENTS
. . .
2996944
| | |
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| 2007 |
Insurance Agreement
Insurance Agreement (150K)
Doc #3013525: Click preview link for longer preview.
MBIA INSURANCE CORPORATION,
as Insurer
AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2007-C-M,
as Issuer
AMERICREDIT FINANCIAL SERVICES, INC.,
Individually, as Custodian and as Servicer
AFS SENSUB CORP.,
as Seller
WELLS FARGO BANK, NATIONAL ASSOCIATION
as Trustee, as Trust Collateral Agent, as Collateral Agent and Backup Servicer
INSURANCE AGREEMENT
$1,500,000,000
AmeriCredit Automobile Receivables Trust 2007-C-M
Automobile Receivables Backed Notes
$273,000,000 Class A-1 Notes
$370,000,000 Class A-2 Notes
$175,000,000 Class A-3-A Notes
$271,000,000 Class A-3-B . . .
3013525
| | |
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| 2007 |
Insurance Agreement
Insurance Agreement (32K)
Doc #3013707: Click preview link for longer preview.
INSURANCE AGREEMENT
THIS INSURANCE AGREEMENT, dated July 25, 2007 (the �Insurance Agreement�), is entered into by and between FINANCIAL GUARANTY INSURANCE COMPANY, a New York stock insurance company (including its successors and assigns, �FGIC�) and TAMPA ELECTRIC COMPANY, a corporation duly organized under the laws of the State of Florida (including its successors and assigns, the �Company�).
WHEREAS, pursuant to a Loan and Trust Agreement, dated as of July 2, 2007 (the �Agreement�) among the Company, the Hillsborough County Industrial Development Authority (the �Authority�) and . . .
3013707
| | |
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| 2007 |
Insurance Agreement
Insurance Agreement (131K)
Doc #3169783: Click preview link for longer preview.
FINANCIAL GUARANTY INSURANCE COMPANY,
as Note Insurer
CAPITAL ONE AUTO FINANCE, INC.,
individually and as Servicer
CAPITAL ONE AUTO RECEIVABLES, LLC,
as Seller
CAPITAL ONE AUTO FINANCE TRUST 2007-C,
as Issuer
and
DEUTSCHE BANK TRUST COMPANY AMERICAS,
as Indenture Trustee
INSURANCE AGREEMENT
$750,000,000
Capital One Auto Finance Trust 2007-C
Auto Loan Asset Backed Notes, Series 2007-C
Class A-1 Notes, Class A-2-A Notes,
Class A-2-B Notes, Class A-3-A Notes,
Class A-3-B Notes, and Class A-4 Notes
Dated as of October 11, 2007 . . .
3169783
| | |
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| 2007 |
Insurance Agreement
Insurance Agreement (131K)
Doc #3169796: Click preview link for longer preview.
FINANCIAL GUARANTY INSURANCE COMPANY,
as Note Insurer
CAPITAL ONE AUTO FINANCE, INC.,
individually and as Servicer
CAPITAL ONE AUTO RECEIVABLES, LLC,
as Seller
CAPITAL ONE AUTO FINANCE TRUST 2007-C,
as Issuer
and
DEUTSCHE BANK TRUST COMPANY AMERICAS,
as Indenture Trustee
INSURANCE AGREEMENT
$750,000,000
Capital One Auto Finance Trust 2007-C
Auto Loan Asset Backed Notes, Series 2007-C
Class A-1 Notes, Class A-2-A Notes,
Class A-2-B Notes, Class A-3-A Notes,
Class A-3-B Notes, and Class A-4 Notes
Dated as of October 11, 2007 . . .
3169796
| | |
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| 2007 |
Insurance Agreement
Insurance Agreement (148K)
Doc #3186255: Click preview link for longer preview.
MBIA INSURANCE CORPORATION,
as Insurer
AMERICREDIT PRIME AUTOMOBILE RECEIVABLES TRUST 2007-2-M,
as Issuer
AMERICREDIT FINANCIAL SERVICES, INC.,
Individually, as Custodian and as Servicer
AFS SENSUB CORP.,
as Seller
THE BANK OF NEW YORK,
as Trustee, as Trust Collateral Agent, as Collateral Agent and Backup Servicer
INSURANCE AGREEMENT
$1,000,000,000
AmeriCredit Prime Automobile Receivables Trust 2007-2-M
Automobile Receivables Backed Notes
$183,000,000 Class A-1 Notes
$85,000,000 Class A-2-A Notes
$177,000,000 Class A-2-B Notes
$270,000,000 Class A- . . .
3186255
| | |
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| 2007 |
Insurance Agreement
Insurance Agreement (148K)
Doc #3191200: Click preview link for longer preview.
MBIA INSURANCE CORPORATION,
as Insurer
AMERICREDIT PRIME AUTOMOBILE RECEIVABLES TRUST 2007-2-M,
as Issuer
AMERICREDIT FINANCIAL SERVICES, INC.,
Individually, as Custodian and as Servicer
AFS SENSUB CORP.,
as Seller
THE BANK OF NEW YORK,
as Trustee, as Trust Collateral Agent, as Collateral Agent and Backup Servicer
INSURANCE AGREEMENT
$1,000,000,000
AmeriCredit Prime Automobile Receivables Trust 2007-2-M
Automobile Receivables Backed Notes
$183,000,000 Class A-1 Notes
$85,000,000 Class A-2-A Notes
$177,000,000 Class A-2-B Notes
$270,000,000 Class A- . . .
3191200
| | |
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Insurance Agreement
Insurance Agreement (27K)
Doc #1392347: Click preview link for longer preview.
INSURANCE AGREEMENT
THIS INSURANCE AGREEMENT, dated as of January 5, 2006, is entered into by and between AMBAC ASSURANCE CORPORATION, a Wisconsin-domiciled stock insurance company (�Ambac�) and TAMPA ELECTRIC COMPANY, a corporation duly organized under the laws of the State of Florida (hereinafter the �Company�).
WHEREAS, pursuant to the Loan and Trust Agreement dated as of January 5, 2006, between the Hillsborough County Industrial Development Authority (the �Issuer�), the Company and The Bank of New York Trust Company, N.A., as Trustee (the �Trustee�) ( . . .
1392347
|
Citibank
As referenced in this Insurance Agreement:
Citibank, N.A. – all capitalized terms shall have the meaning as set out below.
Agreement means this Insurance Agreement.
Closing means January 19, 2006.
Effective Interest Rate means the prime rate announced by Citibank, N.A. , from time to time, plus 1%.
Event of Default shall mean any of the events of default set forth in Section 3.01 of this Agreement.
Moodys means Moodys
_____________
dt 1479800
;
|
BNY
As referenced in this Insurance Agreement:
Bank of New York – hereinafter the Company).
WHEREAS, pursuant to the Loan and Trust Agreement dated as of January 5, 2006, between the Hillsborough County Industrial Development Authority (the Issuer), the Company and The Bank of New York Trust Company, N.A., as Trustee (the Trustee) (the Agreement), the Issuer has issued $85,950,000 in aggregate principal amount of Pollution Control Revenue Refunding Bonds (Tampa Electric Company
_____________
dt 1587763
|
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| 2006 |
Insurance Agreement
Insurance Agreement (94K)
Doc #1646129: Click preview link for longer preview.
INSURANCE AGREEMENT
Among
MBIA INSURANCE CORPORATION,
as Insurer,
HERTZ VEHICLE FINANCING LLC,
as Issuer,
and
BNY MIDWEST TRUST COMPANY,
as Trustee
$500,000,000 Series 2005-1 Floating Rate Rental Car Asset Backed Notes, Class A-1
$275,000,000 Series 2005-1 Floating Rate Rental Car Asset Backed Notes, Class A-2
$100,000,000 Series 2005-1 5.010% Rental Car Asset Backed Notes, Class A-3
$1,150,000,000 Series 2005-1 Floating Rate Rental Car Asset Backed Notes, Class A-4
$125,000,000 Series 2005-1 5.080% Rental Car Asset Backed Notes, . . .
1646129
|
Citibank
As referenced in this Insurance Agreement:
Citibank, N.A. – thereunder, as amended.
Issuer Organizational Document means the HVF LLC Agreement.
Late Payment Rate means, for any date of determination, the rate of interest as it is publicly announced by Citibank, N.A. at its principal office in New York, New York as its prime rate (any change in such prime rate of interest to be effective on the date such change
_____________
Citibank, N.A. – principal office in New York, New York as its prime rate (any change in such prime rate of interest to be effective on the date such change is announced by Citibank, N.A. ) plus 2%. The Late Payment Rate shall be computed on the basis of a year of 365 days calculating the actual number of days elapsed. In no event shall
_____________
dt 1480194
;
McGraw-Hill Companies
As referenced in this Insurance Agreement:
McGraw-Hill Companies, Inc – dated as of December 21, 2005 among The Hertz Corporation, Hertz General Interest LLC and Hertz Vehicle Financing LLC.
S&P means Standard & Poors, a division of The McGraw-Hill Companies, Inc ., and any successor thereto, and, if such division shall for any reason no longer perform the functions of a securities rating agency, S&P shall be deemed to
_____________
dt 1518204
;
|
GS Credit
As referenced in this Insurance Agreement:
Goldman Sachs Credit Partners L. – time in accordance with its terms.
Indenturemeans the Base Indenture together with the Supplement.
Initial Purchasers means Lehman Brothers Inc., Deutsche Bank AG, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Goldman Sachs Credit Partners L. P. and J.P. Morgan Securities Inc.
Insurance Agreement means this agreement.
Insurer means MBIA.
Issuer means Hertz Vehicle Financing LLC.
Interest Rate Hedge Agreement shall have the meaning ascribed
_____________
dt 1553169
;
J.P. Morgan
As referenced in this Insurance Agreement:
J.P. Morgan Securities Inc – the Base Indenture together with the Supplement.
Initial Purchasers means Lehman Brothers Inc., Deutsche Bank AG, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Goldman Sachs Credit Partners L.P. and J.P. Morgan Securities Inc .
Insurance Agreement means this agreement.
Insurer means MBIA.
Issuer means Hertz Vehicle Financing LLC.
Interest Rate Hedge Agreement shall have the meaning ascribed to Series 2005-1 Interest Rate
_____________
dt 1494933
;
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| 2006 |
Insurance Agreement
Insurance Agreement (94K)
Doc #1646132: Click preview link for longer preview.
INSURANCE AGREEMENT
Among
AMBAC ASSURANCE CORPORATION,
as Insurer,
HERTZ VEHICLE FINANCING LLC,
as Issuer,
and
BNY MIDWEST TRUST COMPANY,
as Trustee
$225,000,000 Series 2005-2 Floating Rate Rental Car Asset Backed Notes, Class A-1,
$200,000,000 Series 2005-2 4.930% Rental Car Asset Backed Notes, Class A-2,
$275,000,000 Series 2005-2 Floating Rate Rental Car Asset Backed Notes, Class A-3
$100,000,000 Series 2005-2 5.010% Rental Car Asset Backed Notes, Class A-4
$1,125,000,000 Series 2005-2 Floating Rate Rental Car Asset . . .
1646132
|
Citibank
As referenced in this Insurance Agreement:
Citibank, N.A. – thereunder, as amended.
Issuer Organizational Document means the HVF LLC Agreement.
Late Payment Rate means, for any date of determination, the rate of interest as it is publicly announced by Citibank, N.A. at its principal office in New York, New York as its prime rate (any change in such prime rate of interest to be effective on the date such change
_____________
Citibank, N.A. – office in New York, New York as its prime rate (any change in such prime rate of interest to be effective on the date such change is
3
announced by Citibank, N.A. ) plus 2%. The Late Payment Rate shall be computed on the basis of a year of 365 days calculating the actual number of days elapsed. In no event shall
_____________
dt 1480195
;
McGraw-Hill Companies
As referenced in this Insurance Agreement:
McGraw-Hill Companies, Inc – dated as of December 21, 2005 among The Hertz Corporation, Hertz General Interest LLC and Hertz Vehicle Financing LLC.
S&P means Standard & Poors, a division of The McGraw-Hill Companies, Inc ., and any successor thereto, and, if such division shall for any reason no longer perform the functions of a securities rating agency, S&P shall be deemed to
_____________
dt 1518205
;
|
GS Credit
As referenced in this Insurance Agreement:
Goldman Sachs Credit Partners L. – in accordance with its terms.
Indenture means the Base Indenture together with the Supplement.
Initial Purchasers means Lehman Brothers Inc., Deutsche Bank AG, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Goldman Sachs Credit Partners L. P. and J.P. Morgan Securities Inc.
Insurance Agreement means this agreement.
Insurer means Ambac.
Issuer means Hertz Vehicle Financing LLC.
Interest Rate Hedge Agreement shall have the meaning ascribed
_____________
dt 1553170
;
J.P. Morgan
As referenced in this Insurance Agreement:
J.P. Morgan Securities Inc – the Base Indenture together with the Supplement.
Initial Purchasers means Lehman Brothers Inc., Deutsche Bank AG, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Goldman Sachs Credit Partners L.P. and J.P. Morgan Securities Inc .
Insurance Agreement means this agreement.
Insurer means Ambac.
Issuer means Hertz Vehicle Financing LLC.
Interest Rate Hedge Agreement shall have the meaning ascribed to Series 2005-2 Interest Rate
_____________
dt 1494934
;
More... |
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| 2006 |
Insurance Agreement
Insurance Agreement (140K)
Doc #1722102: Click preview link for longer preview.
MBIA INSURANCE CORPORATION,
as Insurer
AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2006-R-M,
as Issuer
AMERICREDIT FINANCIAL SERVICES, INC.,
Individually, as Custodian and as Servicer
AFS SENSUB CORP.,
as Seller
WELLS FARGO BANK, NATIONAL ASSOCIATION
as Trustee, as Trust Collateral Agent, as Collateral Agent and Backup Servicer
INSURANCE AGREEMENT
$1,200,000,000
AmeriCredit Automobile Receivables Trust 2006-R-M
Automobile Receivables Backed Notes
$448,000,000 Class A-1 Notes
$552,000,000 Class A-2 Notes
$200,000,000 Class A-3 Notes . . .
1722102
|
Citibank
As referenced in this Insurance Agreement:
Citibank, N.A. – the context otherwise requires, the rules and regulations thereunder, as amended.
Late Payment Rate means, for any date of determination, the rate of interest as it is publicly announced by Citibank, N.A. at its principal office in New York, New York as its prime rate (any change in such prime rate of interest to be effective on the date such change
_____________
Citibank, N.A. – office in New York, New York as its prime rate (any change in such prime rate of interest to be effective on the date such change is
2
announced by Citibank, N.A. ) plus 2%. The Late Payment Rate shall be computed on the basis of a year of 365 days, calculating the actual number of days elapsed. In no event shall
_____________
dt 1480293
;
McGraw-Hill Companies
As referenced in this Insurance Agreement:
McGraw-Hill Companies, Inc – including, unless the context otherwise requires, the rules and regulations thereunder, as amended from time to time.
S&P means Standard & Poors Ratings Services, a division of The McGraw-Hill Companies, Inc ., and any successor thereto, and, if such corporation shall for any reason no longer perform the functions of a securities rating agency, S&P shall be deemed to
_____________
dt 1518286
;
|
AmeriCredit
As referenced in this Insurance Agreement:
AmeriCredit Corp. – to the Collateral Agent under the Spread Account Agreement.
Commission means the Securities and Exchange Commission.
Corporate Liquidity Pool means the sum of (i) cash and cash equivalents held by AmeriCredit Corp. plus (ii) 75% of the aggregate outstanding balance of all receivables owned by AmeriCredit Corp. or AmeriCredit that are not subject to any lien or security interest of any
_____________
AmeriCredit Corp. – Commission.
Corporate Liquidity Pool means the sum of (i) cash and cash equivalents held by AmeriCredit Corp. plus (ii) 75% of the aggregate outstanding balance of all receivables owned by AmeriCredit Corp. or AmeriCredit that are not subject to any lien or security interest of any third party; provided, however, that Corporate Liquidity Pool shall not include any restricted cash balances.
_____________
AmeriCredit Corp. – results, or which with the giving of notice or the lapse of time or both would result, in an Insurance Agreement Event of Default.
Financial Statements means, with respect to AmeriCredit Corp. , the consolidated balance sheets and the statements of income, retained earnings and cash flows and the notes thereto which have been provided to the Insurer.
Fiscal Agent means the
_____________
AmeriCredit Corp. – the Transaction Documents constitute the legal, valid and binding obligations of the Servicer, AmeriCredit, the Seller, the Custodian or the Trust, as applicable.
(g) Financial Statements. The Financial Statements of AmeriCredit Corp. , copies of which have been furnished to the Insurer by AmeriCredit, (i) are, as of the dates and for the periods referred to therein, complete and correct in all
_____________
AmeriCredit Corp. – are, as of the dates and for the periods referred to therein, complete and correct in all material respects, (ii) present fairly the financial condition and results of operations of AmeriCredit Corp. , as of the dates and for the periods indicated and (iii) have been prepared in accordance with generally accepted accounting principles consistently applied, except as noted therein (subject as
_____________
dt 1548715
;
Bank One
As referenced in this Insurance Agreement:
Bank One, NA – 5, 2003, among AmeriCredit Master Trust, a Delaware statutory trust, AmeriCredit Funding Corp. VII, a Delaware corporation, AmeriCredit and JP Morgan Chase Bank, N.A. (as successor in interests to Bank One, NA ) as amended or supplemented, and any replacement warehouse facility.
Moodys means Moodys Investors Service, Inc., a Delaware corporation, and any successor thereto, and, if such corporation shall for any
_____________
dt 1374852
;
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| 2006 |
Insurance Agreement
Insurance Agreement (140K)
Doc #1740724: Click preview link for longer preview.
MBIA INSURANCE CORPORATION,
as Insurer
AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2006-R-M,
as Issuer
AMERICREDIT FINANCIAL SERVICES, INC.,
Individually, as Custodian and as Servicer
AFS SENSUB CORP.,
as Seller
WELLS FARGO BANK, NATIONAL ASSOCIATION
as Trustee, as Trust Collateral Agent, as Collateral Agent and Backup Servicer
INSURANCE AGREEMENT
$1,200,000,000
AmeriCredit Automobile Receivables Trust 2006-R-M
Automobile Receivables Backed Notes
$448,000,000 Class A-1 Notes
$552,000,000 Class A-2 Notes
$200,000,000 Class A-3 Notes . . .
1740724
|
Citibank
As referenced in this Insurance Agreement:
Citibank, N.A. – the context otherwise requires, the rules and regulations thereunder, as amended.
Late Payment Rate means, for any date of determination, the rate of interest as it is publicly announced by Citibank, N.A. at its principal office in New York, New York as its prime rate (any change in such prime rate of interest to be effective on the date such change
_____________
Citibank, N.A. – office in New York, New York as its prime rate (any change in such prime rate of interest to be effective on the date such change is
2
announced by Citibank, N.A. ) plus 2%. The Late Payment Rate shall be computed on the basis of a year of 365 days, calculating the actual number of days elapsed. In no event shall
_____________
dt 1480360
;
McGraw-Hill Companies
As referenced in this Insurance Agreement:
McGraw-Hill Companies, Inc – including, unless the context otherwise requires, the rules and regulations thereunder, as amended from time to time.
S&P means Standard & Poors Ratings Services, a division of The McGraw-Hill Companies, Inc ., and any successor thereto, and, if such corporation shall for any reason no longer perform the functions of a securities rating agency, S&P shall be deemed to
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dt 1518740
;
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AmeriCredit
As referenced in this Insurance Agreement:
AmeriCredit Corp. – to the Collateral Agent under the Spread Account Agreement.
Commission means the Securities and Exchange Commission.
Corporate Liquidity Pool means the sum of (i) cash and cash equivalents held by AmeriCredit Corp. plus (ii) 75% of the aggregate outstanding balance of all receivables owned by AmeriCredit Corp. or AmeriCredit that are not subject to any lien or security interest of any
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AmeriCredit Corp. – Commission.
Corporate Liquidity Pool means the sum of (i) cash and cash equivalents held by AmeriCredit Corp. plus (ii) 75% of the aggregate outstanding balance of all receivables owned by AmeriCredit Corp. or AmeriCredit that are not subject to any lien or security interest of any third party; provided, however, that Corporate Liquidity Pool shall not include any restricted cash balances.
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AmeriCredit Corp. – results, or which with the giving of notice or the lapse of time or both would result, in an Insurance Agreement Event of Default.
Financial Statements means, with respect to AmeriCredit Corp. , the consolidated balance sheets and the statements of income, retained earnings and cash flows and the notes thereto which have been provided to the Insurer.
Fiscal Agent means the
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AmeriCredit Corp. – the Transaction Documents constitute the legal, valid and binding obligations of the Servicer, AmeriCredit, the Seller, the Custodian or the Trust, as applicable.
(g) Financial Statements. The Financial Statements of AmeriCredit Corp. , copies of which have been furnished to the Insurer by AmeriCredit, (i) are, as of the dates and for the periods referred to therein, complete and correct in all
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AmeriCredit Corp. – are, as of the dates and for the periods referred to therein, complete and correct in all material respects, (ii) present fairly the financial condition and results of operations of AmeriCredit Corp. , as of the dates and for the periods indicated and (iii) have been prepared in accordance with generally accepted accounting principles consistently applied, except as noted therein (subject as
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dt 1548718
;
Bank One
As referenced in this Insurance Agreement:
Bank One, NA – 5, 2003, among AmeriCredit Master Trust, a Delaware statutory trust, AmeriCredit Funding Corp. VII, a Delaware corporation, AmeriCredit and JP Morgan Chase Bank, N.A. (as successor in interests to Bank One, NA ) as amended or supplemented, and any replacement warehouse facility.
Moodys means Moodys Investors Service, Inc., a Delaware corporation, and any successor thereto, and, if such corporation shall for any
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dt 1374860
;
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