LIABILITIES OF THE PARTIES HERETO.
(B)
THE DEPOSITOR SHALL NOT BE ENTITLED TO
REVOKE OR TERMINATE THE TRUST.
23
(C)
NOTICE OF ANY DISSOLUTION OF THE TRUST,
SPECIFYING THE PAYMENT DATE UPON WHICH THE DEPOSITOR SHALL SURRENDER THE
CERTIFICATE TO THE PAYING AGENT WITH RESPECT TO THE CERTIFICATE FOR PAYMENT OF
THE FINAL DISTRIBUTION AND CANCELLATION, SHALL BE GIVEN BY THE OWNER TRUSTEE BY
LETTER TO THE DEPOSITOR MAILED WITHIN FIVE (5) BUSINESS DAYS OF RECEIPT BY THE
OWNER TRUSTEE OF WRITTEN NOTICE OF SUCH DISSOLUTION FROM THE SERVICER, STATING
(I) THE PAYMENT DATE UPON OR WITH RESPECT TO WHICH FINAL PAYMENT OF THE
CERTIFICATE SHALL BE MADE UPON PRESENTATION AND SURRENDER OF THE CERTIFICATE AT
THE OFFICE OF THE PAYING AGENT THEREIN SPECIFIED, (II) THE AMOUNT OF ANY SUCH
FINAL PAYMENT AND (III) THAT THE RECORD DATE OTHERWISE APPLICABLE TO SUCH
PAYMENT DATE IS NOT APPLICABLE, PAYMENTS BEING MADE ONLY UPON PRESENTATION AND
SURRENDER OF THE CERTIFICATE AT THE OFFICE OF THE PAYING AGENT THEREIN
SPECIFIED.
THE OWNER TRUSTEE SHALL GIVE SUCH NOTICE TO THE CERTIFICATE
REGISTRAR (IF OTHER THAN THE OWNER TRUSTEE) AND THE PAYING AGENT WITH RESPECT TO
THE CERTIFICATE AT THE TIME SUCH NOTICE IS GIVEN TO THE DEPOSITOR.
UPON
PRESENTATION AND SURRENDER OF THE CERTIFICATE, THE PAYING AGENT WITH RESPECT TO
THE CERTIFICATE SHALL CAUSE TO BE DISTRIBUTED TO THE DEPOSITOR AMOUNTS
DISTRIBUTABLE ON SUCH PAYMENT DATE PURSUANT TO SECTION 5.2.
IN THE EVENT THAT
THE DEPOSITOR SHALL NOT SURRENDER THE CERTIFICATE FOR CANCELLATION WITHIN SIX
(6) MONTHS AFTER THE DATE SPECIFIED IN THE ABOVE MENTIONED WRITTEN NOTICE, THE
OWNER TRUSTEE SHALL GIVE A SECOND WRITTEN NOTICE TO THE DEPOSITOR TO SURRENDER
THE CERTIFICATE FOR CANCELLATION AND RECEIVE THE FINAL DISTRIBUTION WITH RESPECT
THERETO.
IF WITHIN ONE YEAR AFTER THE SECOND NOTICE THE CERTIFICATE SHALL NOT
HAVE BEEN SURRENDERED FOR CANCELLATION, THE OWNER TRUSTEE MAY TAKE APPROPRIATE
STEPS, OR MAY APPOINT AN AGENT TO TAKE APPROPRIATE STEPS, TO CONTACT THE
DEPOSITOR CONCERNING SURRENDER OF THE CERTIFICATE AND THE COST THEREOF SHALL BE
PAID OUT OF THE FUNDS AND OTHER ASSETS THAT SHALL REMAIN SUBJECT TO THIS
AGREEMENT.
SUBJECT TO APPLICABLE ESCHEAT LAWS, ANY FUNDS REMAINING IN THE TRUST
AFTER EXHAUSTION OF SUCH REMEDIES SHALL BE DISTRIBUTED BY THE PAYING AGENT WITH
RESPECT TO THE CERTIFICATE TO THE HOLDER OF THE CERTIFICATE.
(D)
UPON THE COMPLETION OF THE WINDING UP OF THE
TRUST, THE OWNER TRUSTEE, AT THE WRITTEN DIRECTION OF THE ADMINISTRATOR, SHALL
CAUSE THE CERTIFICATE OF TRUST TO BE CANCELED BY FILING A CERTIFICATE OF
CANCELLATION WITH THE SECRETARY OF STATE IN ACCORDANCE WITH THE PROVISIONS OF
SECTION 3810 OF THE STATUTORY TRUST ACT, AND THEREUPON, THIS AGREEMENT SHALL
TERMINATE.
SECTION 9.2
NOTIFICATION REGARDING BANKRUPTCY
OF THE DEPOSITOR.
Promptly after the occurrence of any Insolvency Event with respect to the
Depositor, (a) the Depositor shall give the Owner Trustee, the Indenture Trustee
and the Insurer written notice of such Insolvency Event, (b) the Owner Trustee
shall, upon receipt of such written notice from