Common use of Residual Interest Certificate Ownership Clause in Contracts

Residual Interest Certificate Ownership. (a) Upon the formation of the Trust by the contribution by the Depositor pursuant to Section 2.05 hereof the Owner shall be the sole equity owner of the Trust. The Residual Interest Certificate must at all times be held by either the Residual Interest Owner or its transferee. (b) No transfer of the Residual Interest Certificate shall be made unless such transfer is made in a transaction which does not require registration or qualification under the Securities Act of 1933 or qualification under any state securities or "Blue Sky" laws. Neither the Owner Trustee nor the Certificate Registrar shall effect the registration of any transfer of the Residual Interest Certificate unless (i) prior to such transfer the Owner Trustee shall have received a Tax Opinion, and (ii) following such transfer, there would be no more than one holder of the Residual Interest Certificate and the holder of the Residual Interest Certificate would not be a Foreign Person, a partnership, Subchapter S corporation or grantor trust.

Residual Interest Certificate Ownership. (a) Upon the formation of the Trust by the contribution by the Depositor pursuant to Section 2.05 hereof the Owner shall be the sole equity owner of the Trust. The Residual Interest Certificate must at all times be held by either the Residual Interest Owner or its transferee. (b) No transfer of the Residual Interest Certificate shall be made unless such transfer is made in a transaction which does not require registration or qualification under the Securities Act of 1933 1933, as amended, or qualification under any state securities or "Blue Sky" laws. Neither the Owner Trustee nor the Certificate Registrar shall effect the registration of any transfer of the Residual Interest Certificate unless (i) prior to such transfer the Owner Trustee shall have received a Tax Opiniontax opinion, substantially similar to and covering the same issues as the tax opinion rendered on the Closing Date and that there will be no adverse federal income tax consequences as a result of the transfer, and (ii) following such transfer, there would be no more than one holder of the Residual Interest Certificate and the holder of the Residual Interest Certificate would not be a Foreign Person, a partnership, Subchapter S corporation or grantor trust.