Common use of Authentication of Certificates Clause in Contracts

Authentication of Certificates. Concurrently with the initial sale of the Receivables to the Trust pursuant to the Sale and Servicing Agreement, the Owner Trustee shall cause the Certificates to be executed on behalf of the Trust, authenticated and delivered to or upon the written order of the Depositor, signed by its president, any vice president, any assistant vice president, its treasurer, any assistant treasurer, its secretary or any assistant secretary, without further limited liability company action by the Depositor. No Certificate shall entitle its Holder to any benefit under this Trust Agreement, or shall be valid for any purpose, unless there shall appear on such Certificate a certificate of authentication substantially in the form set forth in Exhibit A executed by the Owner Trustee by manual signature, which authentication shall constitute conclusive evidence that such Certificate shall have been duly authenticated and delivered hereunder. All Certificates shall be dated the date of their authentication. Upon issuance, authentication and delivery pursuant to the terms hereof, the Certificates will be entitled to the benefits of this Trust Agreement.

Authentication of Certificates. Concurrently with the initial sale of the Receivables to the Trust pursuant to the Sale and Servicing Agreement, the Owner Trustee shall cause the Certificates to be executed on behalf of the Trust, authenticated and delivered to or upon the written order of the Depositor, signed by its president, any vice president, any assistant vice president, its treasurer, any assistant treasurer, its secretary or any assistant secretary, without further limited liability company action by the Depositor. No Certificate shall entitle its Holder to any benefit under this Trust Agreement, or shall be valid for any purpose, unless there shall appear on such Certificate a certificate of authentication substantially in the form set forth in Exhibit A executed by the Owner Trustee by manual signature, which authentication shall constitute conclusive evidence that such Certificate shall have been duly authenticated and delivered hereunder. All Certificates shall be dated the date of their authentication. Upon issuance, authentication and delivery pursuant to the terms hereof, the Certificates will be entitled to the benefits of this Trust Agreement.

Authentication of Certificates. Concurrently with the initial sale of the Receivables to the Trust pursuant to the Sale and Servicing Agreement, the Owner Trustee shall cause the Certificates Certificates, in an aggregate principal amount equal to the Initial Certificate Balance, to be executed on behalf of the Trust, authenticated and delivered to or upon the written order of the Depositor, signed by its presidentchief executive officer, any vice president, any assistant vice president, its treasurer, any assistant treasurer, its secretary chief financial officer or any assistant secretarychief accounting officer, without further limited liability company corporate action by the Depositor, in authorized denominations. No Certificate shall entitle its Holder to any benefit under this Trust Agreement, or shall be valid for any purpose, unless there shall appear on such Certificate a certificate of authentication substantially in the form set forth in Exhibit A attached hereto executed by the Owner Trustee or Wilmington Trust Company, as the Owner Trustee's authenticating agent, by manual signature, which ; such authentication shall constitute conclusive evidence that such Certificate shall have been duly authenticated and delivered hereunder. All Certificates shall be dated the date of their authentication. Upon issuance, authentication and delivery pursuant to the terms hereof, the Certificates will be entitled to the benefits of this Trust Agreement.

Authentication of Certificates. Concurrently with the initial sale of the Receivables Loans and other Trust Property to the Trust pursuant to Section 2.01 of the Sale and Servicing Agreement, the Owner Trustee shall cause one or more Certificates having the Certificates respective Percentage Interests (in the aggregate not to exceed 100%) specified in writing by the Seller to be executed on behalf of the Trustauthenticated, authenticated issued and delivered to or upon the written order of the DepositorSeller, signed by its president, president or any vice president, any assistant vice president, its treasurer, any assistant treasurer, its secretary treasurer or any assistant secretary, secretary without further limited liability company action by the DepositorSeller. No Certificate shall entitle its Holder holder to any benefit under this Trust Agreement, or shall be valid for any purpose, unless there shall appear on such Certificate a certificate of authentication substantially in the form set forth in Exhibit A A, executed by the Owner Trustee Trustee, by manual signature, which ; such authentication shall constitute conclusive evidence that such Certificate shall have been duly authenticated and delivered hereunder. All Certificates shall be dated the date of their authentication. Upon issuance, authentication and delivery pursuant to the terms hereof, the Certificates will be entitled to the benefits of this Trust Agreement.

Authentication of Certificates. Concurrently with the initial sale of the Receivables to the Trust pursuant to the Sale and Servicing Agreement, the Owner Trustee shall cause the Certificates Certificates, in an aggregate principal amount equal to the Initial Certificate Balance, to be executed on behalf of the Trust, authenticated and delivered to or upon the written order of the Depositor, signed by its presidentchief executive officer, any vice president, any assistant vice president, its treasurer, any assistant treasurer, its secretary chief financial officer or any assistant secretarychief accounting officer, without further limited liability company corporate action by the Depositor, in authorized denominations. No Certificate shall entitle its Holder to any benefit under this Trust Agreement, or shall be valid for any purpose, unless there shall appear on such Certificate a certificate of authentication substantially in the form set forth in Exhibit A attached hereto executed by the Owner Trustee or Wilmington Trust Company, as the Owner Trustee's authenticating agent, by manual signature, which ; such authentication shall constitute conclusive evidence that such Certificate shall have been duly authenticated and delivered hereunder. All Certificates shall be dated the date of their authentication. Upon issuance, authentication and delivery pursuant to the terms hereof, the Certificates will be entitled to the benefits of this Trust Agreement.

Authentication of Certificates. Concurrently with the initial sale of the Receivables to the Trust pursuant to the Sale and Servicing Contribution Agreement, the Owner Trustee shall cause the Certificates in an aggregate Certificate Percentage Interest equal to 100% to be executed on behalf of the Trust, authenticated and delivered to or upon the written order of the Depositor, signed by its chairman of the board, its president, its chief financial officer, its chief accounting officer, any vice president, its secretary, any assistant vice presidentsecretary, its treasurer, treasurer or any assistant treasurer, its secretary or any assistant secretary, without further limited liability company corporate action by the Depositor. No Certificate shall entitle its Holder to any benefit under this Trust Agreement, or shall be valid for any purpose, unless there shall appear on such Certificate a certificate of authentication substantially in the form set forth in Exhibit A A, executed by the Owner Trustee by manual signature, which ; such authentication shall constitute conclusive evidence that such Certificate shall have been duly authenticated and delivered hereunder. All Certificates shall be dated the date of their authentication. Upon issuance, authentication and delivery pursuant to the terms hereof, the Certificates will be entitled to the benefits of this Trust Agreement.

Authentication of Certificates. Concurrently with the initial sale acquisition of the Receivables to Class A Ownership Interest by the Trust pursuant to the Sale and Servicing AgreementTrust, the Owner Trustee or the Certificate Paying Agent shall cause the Initial Certificates in an aggregate principal amount equal to the Initial Security Balance of the Initial Certificates to be executed on behalf of the Trust, authenticated and delivered to or upon the written order of the Depositor, signed by its presidentchairman of the board, its president or any vice president, any assistant vice president, its treasurer, any assistant treasurer, its secretary or any assistant secretary, without further limited liability company corporate action by the Depositor, in authorized denominations. No Certificate shall entitle its Holder holder to any benefit under this Trust Agreement, Agreement or shall be valid for any purpose, purpose unless there shall appear on such Certificate a certificate of authentication substantially in the form set forth in Exhibit A A, executed by the Owner Trustee or the Certificate Paying Agent, by manual signature, which ; such authentication shall constitute conclusive evidence that such Certificate shall have been duly authenticated and delivered hereunder. All Certificates shall be dated the date of their authentication. Upon issuance, authentication and delivery pursuant to the terms hereof, the Certificates will be entitled to the benefits of this Trust Agreement.

Authentication of Certificates. Concurrently with the initial sale of the Receivables to the Trust pursuant to the Sale and Servicing Agreement, the Owner Trustee shall cause the Certificates Certificates, in an aggregate principal amount equal to the Initial Certificate Balance, to be executed on behalf of the Trust, authenticated and delivered to or upon the written order of the Depositor, signed by its presidentchief executive officer, any vice presidentchief financial officer, any assistant vice presidentchief accounting officer, its treasurer, any assistant treasurer, its secretary treasurer or any assistant secretary, without further limited liability company corporate action by the Depositor, in authorized denominations. No Certificate shall entitle its Holder to any benefit under this Trust Agreement, or shall be valid for any purpose, unless there shall appear on such Certificate a certificate of authentication substantially in the form set forth in Exhibit A attached hereto executed by the Owner Trustee or Wilmington Trust Company, as the Owner Trustee's authenticating agent, by manual signature, which ; such authentication shall constitute conclusive evidence that such Certificate shall have been duly authenticated and delivered hereunder. All Certificates shall be dated the date of their authentication. Upon issuance, authentication and delivery pursuant to the terms hereof, the Certificates will be entitled to the benefits of this Trust Agreement.

Authentication of Certificates. Concurrently Simultaneously with the initial sale of the Receivables sale, assignment and transfer to the Trust of the Contracts and the delivery to the Trust of the Contract Files and the other Trust Property pursuant to the Sale and Servicing Agreement, the Owner Trustee shall cause Certificates in authorized denominations in an aggregate principal amount equal to the Certificates Certificate Principal Balance to be executed on behalf of the Trust, authenticated and delivered to or upon the written order of the Depositor, signed by its president, any vice president, any assistant vice president, its treasurer, any assistant treasurer, its secretary or any assistant secretary, without further limited liability company action by the Depositor. No Certificate shall entitle its Holder to any benefit under this Trust Agreement, or shall be valid for any purpose, unless there shall appear on such Certificate a certificate of authentication substantially in the form set forth in Exhibit A B, executed by the Owner Trustee or the Authentication Agent, by manual or facsimile signature, which ; such authentication shall constitute conclusive evidence that such Certificate shall have been duly authenticated and delivered hereunder. _____ is hereby initially appointed Authentication Agent. All Certificates shall be dated the date of their authentication. Upon issuance, authentication and delivery pursuant to the terms hereof, the Certificates will be entitled to the benefits of this Trust Agreement.

Authentication of Certificates. Concurrently with the initial sale contribution of the Receivables Trust Property to the Trust pursuant to the Sale and Servicing Agreement, the Owner Trustee shall cause the Certificates in an aggregate Certificate Percentage Interest equal to 100% to be executed on behalf of the Trust, authenticated and delivered to or upon the written order of the DepositorServicer, signed by its presidentchairman of the board, its president or any vice president, any assistant vice president, its treasurer, any assistant treasurer, its secretary or any assistant secretary, without further limited liability company corporate action by the DepositorServicer, in authorized denominations. No Certificate shall entitle its Holder to any benefit under this Trust Agreement, or shall be valid for any purpose, unless there shall appear on such Certificate a certificate of authentication substantially in the form set forth in Exhibit A A, executed by the Owner Trustee (or SunTrust Bank, as the Owner Trustee’s authentication agent) by the manual signature, which signature of one of its authorized signatories. Such certificate of authentication shall constitute conclusive evidence evidence, and the only evidence, that such Certificate shall have been duly authenticated and delivered hereunder. All Certificates shall be dated the date of their authentication. Upon issuance, authentication and delivery No further Certificates shall be issued except pursuant to the terms hereof, the Certificates will be entitled to the benefits of this Trust AgreementSection 3.4 or 3.5.

Authentication of Certificates. Concurrently with the initial sale -------------------------------- acquisition of the Receivables to Initial Mortgage Loans by the Trust pursuant to the Sale and Servicing AgreementTrust, the Owner Trustee or the Certificate Paying Agent shall cause the Certificates in an initial Percentage Interest of 100.00% to be executed on behalf of the Trust, authenticated by the Indenture Trustee and delivered to or upon the written order of the Depositor, signed by its presidentchairman of the board, its president or any vice president, any assistant vice president, its treasurer, any assistant treasurer, its secretary or any assistant secretary, without further limited liability company action by the Depositor, in authorized denominations. No Certificate shall entitle its Holder the Certificateholder thereof to any benefit under this Trust Agreement, Agreement or shall be valid for any purpose, purpose unless there shall appear on such Certificate a certificate of authentication substantially in the form set forth in Exhibit A hereto, executed by the Owner Trustee or the Indenture Trustee, by manual signature, which and such authentication shall constitute conclusive evidence that such Certificate shall have has been duly authenticated and delivered hereunder. All Certificates shall be dated the date of their authentication. Upon issuance, authentication and delivery pursuant to the terms hereof, the Certificates will be entitled to the benefits of this Trust Agreement.

Authentication of Certificates. Concurrently with the initial sale of the Receivables to the Trust pursuant to the Sale and Servicing Agreement, the Owner Trustee shall cause the Certificates with an aggregate Certificate Balance equal to $3,750,000 to be executed on behalf of the Trust, authenticated and delivered to or upon the written order of the Depositor, signed by its presidentchairman of the board, its president or any vice president, any assistant vice president, its treasurer, any assistant treasurer, its secretary treasurer or any assistant secretary, treasurer without further limited liability company corporate action by the Depositor, in authorized denominations. No Certificate shall entitle its Holder holder to any benefit under this Trust Agreement, or shall be valid for any purpose, unless there shall appear on such Certificate a certificate of authentication substantially in the form set forth in Exhibit A A, executed by the Owner Trustee or the Owner Trustee's authentication agent, by manual signature, which ; such authentication shall constitute conclusive evidence that such Certificate shall have been duly authenticated and delivered hereunder. All Certificates shall be dated the date of their authentication. Upon issuance, Bankers Trust Company shall be the initial authentication agent of the Owner Trustee and delivery pursuant all references herein to the terms hereof, authentication of Certificates shall be deemed to include the Certificates will be entitled to the benefits of this Trust Agreementauthentication agent.

Authentication of Certificates. Concurrently Simultaneously with the initial sale of the Receivables sale, assignment and transfer to the Trust of the Initial Receivables and the delivery to the Owner Trustee of the Receivable Files and the other Trust Property pursuant to the Sale and Servicing Agreement, the Owner Trustee shall cause Class A Certificates and Class GP Certificates in authorized denominations in an aggregate principal amount equal to the Certificates Certificate Balance to be executed on behalf of the Trust, authenticated and delivered to or upon the written order of the Depositor, signed by its president, any vice president, any assistant vice president, its treasurer, any assistant treasurer, its secretary or any assistant secretary, without further limited liability company action by the Depositor. No Certificate shall entitle its Holder holder to any benefit under this Trust Agreement, or shall be valid for any purpose, unless there shall appear on such Certificate a certificate of authentication substantially in the form set forth in (i) Exhibit A B-1 and Exhibit B-2, as applicable, executed by the Owner Trustee or the Authentication Agent, by manual or facsimile signature, which ; such authentication shall constitute conclusive evidence that such Certificate shall have been duly authenticated and delivered hereunder. Mellon Bank (DE), National Association is hereby initially appointed Authentication Agent. All Certificates shall be dated the date of their authentication. Upon issuance, authentication and delivery pursuant to the terms hereof, the Certificates will be entitled to the benefits of this Trust Agreement.

Authentication of Certificates. Concurrently with the initial sale of the Receivables to the Trust pursuant to the Sale and Servicing Agreement, the Owner Trustee shall cause the Certificates to be executed on behalf of the Trust, authenticated and delivered to or upon the written order of the Depositor, signed by its presidentchairman of the board, its president or any vice president, any assistant vice president, its treasurer, any assistant treasurer, its secretary treasurer or any assistant secretary, treasurer without further limited liability company corporate action by the Depositor, in authorized denominations. No Certificate shall entitle its Holder holder to any benefit under this Trust Agreement, or shall be valid for any purpose, unless there shall appear on such Certificate a certificate of authentication substantially in the form set forth in Exhibit A A, executed by the Owner Trustee or the Owner Trustee's authentication agent, by manual signature, which ; such authentication shall constitute conclusive evidence that such Certificate shall have been duly authenticated and delivered hereunder. All Certificates shall be dated the date of their authentication. Upon issuance, Bankers Trust Company shall be the initial authentication agent of the Owner Trustee and delivery pursuant all references herein to the terms hereof, authentication of Certificates shall be deemed to include the Certificates will be entitled to the benefits of this Trust Agreementauthentication agent.

Authentication of Certificates. Concurrently with the initial sale transfer of the Receivables Loans to the Trust pursuant to the Sale and Servicing Agreement, the Trust shall issue the Certificates, in an aggregate Percentage Interest equal to 100%, executed by the Owner Trustee shall cause or the Certificates to be executed Certificate Registrar on behalf of the Trust, authenticated and delivered to or upon the written order of the Trust Depositor, signed by its chairman of the board, its president, any vice president, any assistant vice president, its treasurer, secretary or any assistant treasurer, its secretary or any assistant secretary, without further limited liability company corporate action by the Trust Depositor, in authorized denominations. No Certificate shall entitle its Holder to any benefit under this Trust Agreement, Agreement or shall be valid for any purpose, purpose unless there shall appear on such Certificate a certificate of authentication substantially in the form set forth in Exhibit A A, executed by the Owner Trustee or the Certificate Registrar, by --------- manual signature, which ; such authentication shall constitute conclusive evidence that such Certificate shall have has been duly and validly authorized, issued, authenticated and delivered hereunderhereunder and, subject to the terms of this Agreement, fully paid and non-assessable. All Certificates shall be dated the date of their authentication. Upon issuance, authentication and delivery pursuant to the terms hereof, the Certificates will be entitled to the benefits of this Trust Agreement.