Common use of Appointment and Powers Clause in Contracts

Appointment and Powers. Subject to the terms and conditions hereof, each of the Secured Parties hereby appoints Norwest Bank Minnesota, National Association as the Collateral Agent with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series Supplement, and Norwest Bank Minnesota, National Association hereby accepts such appointment and agrees to act as Collateral Agent with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Secured Parties, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent in accordance with the provisions of this Agreement. Each Secured Party hereby authorizes the Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement promptly following receipt of such written instructions; provided that the Collateral Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent of its express duties hereunder, except where this Agreement provides that the Collateral Agent is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest Bank MinnesotaXxxxx Fargo Bank, National Association as the Collateral Agent Trustee with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest Bank MinnesotaXxxxx Fargo Bank, National Association hereby accepts such appointment and agrees to act as Collateral Agent Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Issuer Secured Parties, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent Trustee in accordance with the provisions of this AgreementIndenture and the other Basic Documents. Each Issuer Secured Party hereby authorizes the Collateral Agent Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Trustee shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this AgreementIndenture, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Trustee has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Secured Parties hereby appoints Norwest Bank MinnesotaXxxxx Fargo, National Association as the Collateral Agent with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest Bank Minnesota, National Association Xxxxx Fargo hereby accepts such appointment and agrees to act as Collateral Agent with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Secured Parties, to maintain custody and possession of such the Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent in accordance with the provisions of this Agreement. Each Secured Party hereby authorizes the Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement promptly following receipt of such written instructions; provided that the Collateral Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, Agreement or (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent of its express duties hereunder, except where this Agreement provides that the Collateral Agent is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest Deutsche Bank Minnesota, National Association Trust Company Americas as the Collateral Agent with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementSpread Account Agreement Collateral, and Norwest Deutsche Bank Minnesota, National Association Trust Company Americas hereby accepts such appointment and agrees to act as Collateral Agent with respect to the Series 1993-A Spread Account Agreement Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Issuer Secured Parties, to maintain custody and possession of such Spread Account Agreement Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent in accordance with the provisions of this Agreement. Each Issuer Secured Party hereby authorizes the Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent shall act (and shall be completely protected in so acting) upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement promptly following receipt of such written instructions; provided that the Collateral Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent of its express duties hereunder, except where this Agreement provides that the Collateral Agent is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest Bank MinnesotaWxxxx Fargo Bank, National Association as the Collateral Agent with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementSpread Account Agreement Collateral, and Norwest Bank MinnesotaWxxxx Fargo Bank, National Association hereby accepts such appointment and agrees to act as Collateral Agent with respect to the Series 1993-A Spread Account Agreement Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Issuer Secured Parties, to maintain custody and possession of such Spread Account Agreement Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent in accordance with the provisions of this Agreement. Each Issuer Secured Party hereby authorizes the Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent shall act (and shall be completely protected in so acting) upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement promptly following receipt of such written instructions; provided that the Collateral Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent of its express duties hereunder, except where this Agreement provides that the Collateral Agent is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Secured Parties hereby appoints Norwest Bank MinnesotaXxxxx Fargo Bank, National Association is hereby appointed as the Collateral Agent Trustee with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest Bank MinnesotaXxxxx Fargo Bank, National Association hereby accepts such appointment and agrees to act as Collateral Agent Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Secured PartiesNoteholders, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent Trustee in accordance with the provisions of this AgreementIndenture and the other Basic Documents. Each Issuer Secured Party hereby authorizes the Collateral Agent Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Trustee shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this AgreementIndenture, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Trustee has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest The Bank Minnesota, National Association of New York as the Indenture Collateral Agent with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest The Bank Minnesota, National Association of New York hereby accepts such appointment and agrees to act as Indenture Collateral Agent with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Issuer Secured Parties, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Indenture Collateral Agent in accordance with the provisions of this AgreementIndenture. Each Issuer Secured Party hereby authorizes the Indenture Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Indenture Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Indenture Collateral Agent shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Indenture Collateral Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this AgreementIndenture, (ii) which to its knowledge are in violation of any applicable law, rule or regulation or (iii) for which the Indenture Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Indenture Collateral Agent of its express duties hereunder, except where this Agreement Indenture provides that the Indenture Collateral Agent is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Trust Secured Parties hereby appoints Norwest Deutsche Bank Minnesota, National Association Trust Company Americas as the Collateral Agent with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementSpread Account Agreement Collateral, and Norwest Deutsche Bank Minnesota, National Association Trust Company Americas hereby accepts such appointment and agrees to act as Collateral Agent with respect to the Series 1993-A Spread Account Agreement Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Trust Secured Parties, to maintain custody and possession of such Spread Account Agreement Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent in accordance with the provisions of this Agreement. Each Trust Secured Party hereby authorizes the Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent shall act (and shall be completely protected in so acting) upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement promptly following receipt of such written instructions; provided that the Collateral Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent of its express duties hereunder, except where this Agreement provides that the Collateral Agent is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest Xxxxxx Trust and Savings Bank Minnesota, National Association as the Collateral Agent Trustee with respect to the Series 1993-A Collateral Asset Pool and the related Collateral subsequently specified in a Series Supplementas initial Paying Agent, and Norwest Xxxxxx Trust and Savings Bank Minnesota, National Association hereby accepts such appointment and agrees to act as Collateral Agent Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, Asset Pool for the Issuer Secured Parties, to maintain custody and possession of such Collateral the assets in the Asset Pool (except as otherwise provided hereunderherein and in the Assignment and Servicing Agreement) and to perform the other duties of the Collateral Agent Trustee in accordance with the provisions of this Indenture and the Assignment and Servicing Agreement. Each Issuer Secured Party hereby authorizes the Collateral Agent Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party Insurer (if no Insurer Default has occurred and is continuing) or the holders of not less than 66 2/3% of the then Outstanding Principal Amount of the Notes (if an Insurer Default has occurred and is continuing) may direct and as are specifically authorized to be exercised by the Collateral Agent Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Trustee shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to Insurer or the Noteholders given in accordance with the provisions of this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this AgreementIndenture, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Trustee has not received reasonable indemnityindemnity satisfactory to it. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest The Chase Manhattan Bank Minnesota, National Association as the Indenture Collateral Agent with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest The Chase Manhattan Bank Minnesota, National Association hereby accepts such appointment and agrees to act as Indenture Collateral Agent with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Issuer Secured Parties, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Indenture Collateral Agent in accordance with the provisions of this AgreementIndenture. Each Issuer Secured Party hereby authorizes the Indenture Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Indenture Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Indenture Collateral Agent shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Indenture Collateral Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this AgreementIndenture, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Indenture Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Indenture Collateral Agent of its express duties hereunder, except where this Agreement Indenture provides that the Indenture Collateral Agent is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest The Chase Manhattan Bank Minnesota, National Association as the Collateral Agent Indenture Trustee with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementIndenture Collateral, and Norwest The Chase Manhattan Bank Minnesota, National Association hereby accepts such appointment and agrees to act as Collateral Agent the Indenture Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Indenture Collateral Agent with respect to such Collateral, in each case, for the Issuer Secured Parties, to maintain custody and possession of such Indenture Collateral (except as otherwise provided hereunderhereunder and under the Sale and Servicing Agreement) and to perform the other duties of the Collateral Agent Indenture Trustee in accordance with the provisions of this AgreementIndenture and the Related Documents. Each Issuer Secured Party hereby authorizes the Collateral Agent Indenture Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent Indenture Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Indenture Trustee shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Indenture Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this AgreementIndenture, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Indenture Trustee has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Indenture Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Indenture Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Secured Parties Party hereby appoints Norwest Xxxxxx Trust and Savings Bank Minnesota, National Association as the Collateral Agent with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest Xxxxxx Trust and Savings Bank Minnesota, National Association hereby accepts such appointment and agrees to act as Collateral Agent with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Secured PartiesParty, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent in accordance with the provisions of this Agreement, and the Collateral Agent in accepting such appointment affirms that it is not acting as an agent for Eaglemark or the Trust Depositor for such purposes. Each The Secured Party hereby authorizes the Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Secured Party may in writing direct and as are specifically authorized to be exercised by the Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent shall act upon and in compliance with the written instructions of the Controlling Secured Party delivered pursuant to this Agreement promptly following receipt of such written instructions; provided that the Collateral Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent of its express duties hereunder, except where this Agreement provides that the Collateral Agent is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Trust Secured Parties hereby appoints Norwest Bank Minnesota, National Association [INDENTURE TRUSTEE] as the Collateral Agent Indenture Trustee with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest Bank Minnesota, National Association [INDENTURE TRUSTEE] hereby accepts such appointment and agrees to act as Collateral Agent Indenture Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, Trust Estate for the Trust Secured Parties, to maintain custody and possession of such Collateral Trust Estate (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent Indenture Trustee in accordance with the provisions of this AgreementIndenture and the other Operative Documents. Each Issuer Secured Party hereby authorizes the Collateral Agent Indenture Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Control Party may direct and as are specifically authorized to be exercised by the Collateral Agent Indenture Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Indenture Trustee shall act upon and in compliance with the written instructions of the Controlling Control Party delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Indenture Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, Indenture or (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Indenture Trustee has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Indenture Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Indenture Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Secured Parties hereby appoints Norwest Bank Minnesota, National Association as the Collateral Agent with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementAgent, and Norwest Bank Minnesota, National Association hereby accepts such appointment and agrees to act as Collateral Agent with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Secured Parties, to maintain custody and possession of such the Collateral (except as otherwise provided hereunderhereunder and under the Custodian Agreement) and to perform the other duties of the Collateral Agent in accordance with the provisions of this Security Agreement. Each Secured Party hereby authorizes the Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunderhereunder and under the other Transaction Documents, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent by the terms hereofhereof or by the terms of any Transaction Document, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Security Agreement promptly following receipt of such written instructions; provided PROVIDED, that the Collateral Agent shall not act in accordance with any instructions (i) which are not authorized by, or are in violation of the provisions of, this AgreementSecurity Agreement or any Transaction Document, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent of its express duties hereunderhereunder or under any Transaction Document, except where this Security Agreement provides that the Collateral Agent is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest Bank Minnesota[_____________], National Association in its capacity as Indenture Trustee, as the Collateral Agent collateral agent with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest Bank Minnesota, National Association [_____________] hereby accepts such appointment and agrees to act as Collateral Agent collateral agent with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Issuer Secured Parties, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of with respect to the Collateral Agent in accordance with the provisions of this AgreementIndenture. Each Issuer Secured Party hereby authorizes the Collateral Agent Indenture Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent Indenture Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Indenture Trustee shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Indenture Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this AgreementIndenture, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Indenture Trustee has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Indenture Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Indenture Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest Bank MinnesotaBankers Trust Company of California, National Association N.A. as the Collateral Agent Indenture Trustee with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest Bank MinnesotaBankers Trust Company of California, National Association hereby accepts N.A. herexx xxxepts such appointment and agrees to act as Collateral Agent Indenture Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, Trust Estate for the Issuer Secured Parties, to maintain custody and possession of such Collateral Trust Estate (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent Indenture Trustee in accordance with the provisions of this AgreementIndenture and the other Operative Documents. Each Issuer Secured Party hereby authorizes the Collateral Agent Indenture Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent Indenture Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Indenture Trustee shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Indenture Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, Indenture or (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Indenture Trustee has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Indenture Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Indenture Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest First Union National Bank Minnesota, National Association as the Collateral Agent Indenture Trustee with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest First Union National Bank Minnesota, National Association hereby accepts such appointment and agrees to act as Collateral Agent Indenture Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, Trust Property for the Issuer Secured Parties, to maintain custody and possession of such Collateral Trust Property (except as otherwise provided hereunderhereunder or under the Sale and Servicing Agreement) and to perform the other duties of the Collateral Agent Indenture Trustee in accordance with the provisions of this AgreementIndenture and the other Basic Documents. Each Issuer Secured Party hereby authorizes the Collateral Agent Indenture Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party Insurer (or, if an Insurer Default has occurred and is continuing, Holders of Notes evidencing a majority (or such greater percentage as may be required by the terms hereof) of the Outstanding Amount of the Notes) may direct and as are specifically authorized to be exercised by the Collateral Agent Indenture Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Indenture Trustee shall act upon and in compliance with the written instructions of the Controlling Party Insurer (or, if an Insurer Default has occurred and is continuing, Holders of Notes evidencing a majority (or such greater percentage as may be required by the terms hereof) of the Outstanding Amount of the related Class of Notes) delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Indenture Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, Indenture or (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Indenture Trustee has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Indenture Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Indenture Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuing Entity Secured Parties hereby appoints Norwest Deutsche Bank Minnesota, National Association Trust Company Americas as the Collateral Agent with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementSpread Account Agreement Collateral, and Norwest Deutsche Bank Minnesota, National Association Trust Company Americas hereby accepts such appointment and agrees to act as Collateral Agent with respect to the Series 1993-A Spread Account Agreement Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Issuing Entity Secured Parties, to maintain custody and possession of such Spread Account Agreement Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent in accordance with the provisions of this Agreement. Each Issuing Entity Secured Party hereby authorizes the Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent shall act (and shall be completely protected in so acting) upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement promptly following receipt of such written instructions; provided that the Collateral Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent of its express duties hereunder, except where this Agreement provides that the Collateral Agent is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest Bank MinnesotaXxxxx Fargo Bank, National Association as the Collateral Agent with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementSpread Account Agreement Collateral, and Norwest Bank MinnesotaXxxxx Fargo Bank, National Association hereby accepts such appointment and agrees to act as Collateral Agent with respect to the Series 1993-A Spread Account Agreement Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Issuer Secured Parties, to maintain custody and possession of such Spread Account Agreement Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent in accordance with the express provisions of this Agreement. Each Issuer Secured Party hereby authorizes the Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent shall act (and shall be completely protected in so acting) upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement promptly following receipt of such written instructions; provided that the Collateral Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent of its express duties hereunder, except where this Agreement provides that the Collateral Agent is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest Bank MinnesotaXxxxx Fargo Bank, National Association as the Collateral Agent with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementSpread Account Agreement Collateral, and Norwest Bank MinnesotaXxxxx Fargo Bank, National Association hereby accepts such appointment and agrees to act as Collateral Agent with respect to the Series 1993-A Spread Account Agreement Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Issuer Secured Parties, to maintain custody and possession of such Spread Account Agreement Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent in accordance with the provisions of this Agreement. Each Issuer Secured Party hereby authorizes the Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent shall act (and shall be completely protected in so acting) upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement promptly following receipt of such written instructions; provided that the Collateral Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent of its express duties hereunder, except where this Agreement provides that the Collateral Agent is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest Bank MinnesotaWxxxx Fargo Bank, National Association as the Collateral Agent Trustee with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest Bank MinnesotaWxxxx Fargo Bank, National Association hereby accepts such appointment and agrees to act as Collateral Agent Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Issuer Secured Parties, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent Trustee in accordance with the provisions of this AgreementIndenture and the other Basic Documents. Each Issuer Secured Party hereby authorizes the Collateral Agent Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Trustee shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this AgreementIndenture, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Trustee has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest Bank Minnesota, National Association _______________________ as the Indenture Collateral Agent with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest Bank Minnesota, National Association _______________________ hereby accepts such appointment and agrees to act as Indenture Collateral Agent with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Issuer Secured Parties, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Indenture Collateral Agent in accordance with the provisions of this AgreementIndenture. Each Issuer Secured Party hereby authorizes the Indenture Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Indenture Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Indenture Collateral Agent shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Indenture Collateral Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this AgreementIndenture, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Indenture Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Indenture Collateral Agent of its express duties hereunder, except where this Agreement Indenture provides that the Indenture Collateral Agent is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to (a) Each Lender hereby irrevocably appoints and authorizes the terms and conditions hereof, each of the Secured Parties hereby appoints Norwest Bank Minnesota, National Association as the Collateral Agent with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series Supplement, and Norwest Bank Minnesota, National Association hereby accepts such appointment and agrees to act as Collateral Agent the agent for such Lender under this Agreement with respect such powers as are delegated to the Series 1993-A CollateralAgent by the terms thereof, together with such other powers as are reasonably incidental thereto. The Agent's duties shall be purely ministerial and upon execution the Agent shall have no duties or responsibilities except those expressly set forth herein. The Agent shall not be required under any circumstances to take any action that, in its judgment, (a) is contrary to any provision of the Loan Documents or Governmental Requirements or (b) would expose it to any Series Supplementliability or expense against which it has not been indemnified to its satisfaction. The Agent, by reason of its serving as an agent, shall not be deemed to accept such appointment, a trustee or other fiduciary for any Lender. (b) Each Lender and agree to act as Collateral the Agent with respect to such Collateral, in each case, for the Secured Parties, to maintain custody hereby irrevocably appoint and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent in accordance with the provisions of this Agreement. Each Secured Party hereby authorizes authorize the Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, act as the Controlling Party may direct and collateral agent for such Lender or Agent under this Agreement with such powers as are specifically authorized delegated to be exercised by the Collateral Agent by the terms hereofthereof, together with such actions, rights, remedies, other powers and privileges as are reasonably incidental thereto. The Collateral Agent Agent's duties shall act upon be purely ministerial and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement promptly following receipt of such written instructions; provided that the Collateral Agent shall have no duties or responsibilities except those expressly set forth herein and in the Security Documents. The Collateral Agent shall not act be required under any circumstances to take any action that, in accordance with its judgment, (a) is contrary to any instructions (i) which are not authorized by, or in violation provision of the provisions of, this Agreement, (ii) which are in violation of any applicable law, rule Loan Documents or regulation Governmental Requirements or (iiib) for would expose it to any liability or expense against which the Collateral Agent it has not received reasonable indemnitybeen indemnified to its satisfaction. Receipt The Collateral Agent, by reason of such instructions its serving as a collateral agent, shall not be a condition to the exercise by the Collateral Agent of its express duties hereunder, except where this Agreement provides that the Collateral Agent is permitted to act only following and in accordance with such instructionstrustee or other fiduciary for any Lender or Agent.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest The Chase Manhattan Bank Minnesota, National Association as the Indenture Collateral Agent with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest The Chase Manhattan Bank Minnesota, National Association hereby accepts such appointment and agrees to act as Indenture Collateral Agent with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Issuer Secured Parties, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Indenture Collateral Agent in accordance with the provisions of this AgreementIndenture. Each Issuer Secured Party hereby authorizes the Indenture Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Indenture Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Indenture Collateral Agent shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Indenture Collateral Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this AgreementIndenture, (ii) which to its knowledge are in violation of any applicable law, rule or regulation or (iii) for which the Indenture Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Indenture Collateral Agent of its express duties hereunder, except where this Agreement Indenture provides that the 52 62 Indenture Collateral Agent is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Secured Parties hereby appoints Norwest Xxxxxx Trust and Savings Bank Minnesota, National Association as the Collateral Agent with respect to the Series 19931995-A 1 Collateral and the related Collateral subsequently specified in a Series Supplement, and Norwest Xxxxxx Trust and Savings Bank Minnesota, National Association hereby accepts such appointment and agrees to act as Collateral Agent with respect to the Series 19931995-A 1 Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Secured Parties, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent in accordance with the provisions of this Agreement. Each Secured Party hereby authorizes the Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement promptly following receipt of such written instructions; provided provided, however, that the Collateral Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent of its express duties hereunder, except where this Agreement provides that the Collateral Agent is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Secured Parties Noteholders hereby appoints Norwest Bank MinnesotaBankers Trust Company of California, National Association N.A. as the Collateral Agent Indenture Trustee with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementTrust Estate, and Norwest Bank MinnesotaBankers Trust Company of California, National Association N.A. hereby accepts such appointment and agrees to act as Collateral Agent Indenture Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, Trust Estate for the Secured PartiesNoteholders, to maintain custody and possession of such Collateral Trust Estate (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent Indenture Trustee in accordance with the provisions of this AgreementIndenture and the other Transaction Documents. Each Secured Party Noteholder hereby authorizes the Collateral Agent Indenture Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party Majority Noteholders may direct and as are specifically authorized to be exercised by the Collateral Agent Indenture Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Indenture Trustee shall act upon and in compliance with the written instructions of the Controlling Party Majority Noteholders delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided provided, that the Collateral Agent Indenture Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, Indenture or (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Indenture Trustee has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Indenture Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Indenture Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest Bank Minnesota, National Association BNY Midwest Trust Company as the Collateral Agent Trustee with respect to the Series 1993-A Collateral Asset Pool and the related Collateral subsequently specified in a Series Supplementas initial Paying Agent, and Norwest Bank Minnesota, National Association BNY Midwest Trust Company hereby accepts such appointment and agrees to act as Collateral Agent Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, Asset Pool for the Issuer Secured Parties, to maintain custody and possession of such Collateral the assets in the Asset Pool (except as otherwise provided hereunderherein and in the Assignment and Servicing Agreement) and to perform the other duties of the Collateral Agent Trustee in accordance with the provisions of this Indenture and the Assignment and Servicing Agreement. Each Issuer Secured Party hereby authorizes the Collateral Agent Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party Insurer (if no Insurer Default has occurred and is continuing) or the holders of not less than 66 2/3% of the then Outstanding Principal Amount of the Notes (if an Insurer Default has occurred and is continuing) may direct and as are specifically authorized to be exercised by the Collateral Agent Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Trustee shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to Insurer or the Noteholders given in accordance with the provisions of this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this AgreementIndenture, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Trustee has not received reasonable indemnityindemnity satisfactory to it. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest Bank Minnesota, National Association [Indenture Trustee] as the Collateral Agent Indenture Trustee with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest Bank Minnesota, National Association [Indenture Trustee] hereby accepts such appointment and agrees to act as Collateral Agent Indenture Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, Trust Property for the Issuer Secured Parties, to maintain custody and possession of such Collateral Trust Property (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent Indenture Trustee in accordance with the provisions of this AgreementIndenture and the other Basic Documents. Each Issuer Secured Party hereby authorizes the Collateral Agent Indenture Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent Indenture Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Indenture Trustee shall act upon and in compliance with the written instructions of the Controlling Party delivered to it pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Indenture Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, Indenture or (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Indenture Trustee has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Indenture Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Indenture Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest Bank MinnesotaOne, National Association N.A. as the Collateral Agent Trustee with respect to the Series 1993-A Collateral Asset Pool and the related Collateral subsequently specified in a Series Supplementas initial Paying Agent, and Norwest Bank MinnesotaOne, National Association N.A. hereby accepts such appointment and agrees to act as Collateral Agent Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, Asset Pool for the Issuer Secured Parties, to maintain custody and possession of such Collateral the assets in the Asset Pool (except as otherwise provided hereunderherein and in the Assignment and Servicing Agreement) and to perform the other duties of the Collateral Agent Trustee in accordance with the provisions of this Indenture and the Assignment and Servicing Agreement. Each Issuer Secured Party hereby authorizes the Collateral Agent Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party Insurer (if no Insurer Default has occurred and is continuing) or the holders of not less than 66 2/3% of the then Outstanding Principal Amount of the Notes (if an Insurer Default has occurred and is continuing) may direct and as are specifically authorized to be exercised by the Collateral Agent Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Trustee shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to Insurer or the Noteholders given in accordance with the provisions of this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this AgreementIndenture, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Trustee has not received reasonable indemnityindemnity satisfactory to it. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest First Union National Bank Minnesota, National Association as the Collateral Agent Indenture Trustee with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest First Union National Bank Minnesota, National Association hereby accepts such appointment and agrees to act as Collateral Agent Indenture Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, Trust Property for the Issuer Secured Parties, to maintain custody and possession of such Collateral Trust Property (except as otherwise provided hereunderhereunder or under the Sale and Servicing Agreement) and to perform the other duties of the Collateral Agent Indenture Trustee in accordance with the provisions of this AgreementIndenture and the other Basic Documents. Each Issuer Secured Party hereby authorizes the Collateral Agent Indenture Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party Holders of Notes entitled to a majority (or such greater percentage as may be required by the terms hereof) of the Voting Rights (with the consent of the Insurer if no Insurer Default shall have occurred and be continuing) may direct and as are specifically authorized to be exercised by the Collateral Agent Indenture Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Indenture Trustee shall act upon and in compliance with the written instructions of the Controlling Party Holders of Notes entitled to a majority (or such greater percentage as may be required by the terms hereof) of the Voting Rights (with the consent of the Insurer if no Insurer Default shall have occurred and be continuing) delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Indenture Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, Indenture or (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Indenture Trustee has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Indenture Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Indenture Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Secured Parties Noteholders hereby appoints Norwest Bank MinnesotaXxxxx Fargo Bank, National Association as the Trust Collateral Agent with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest Bank MinnesotaXxxxx Fargo Bank, National Association hereby accepts such appointment and agrees to act as Trust Collateral Agent with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Secured PartiesNoteholders, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Trust Collateral Agent in accordance with the provisions of this AgreementIndenture and the other Basic Documents. Each Secured Party Noteholder hereby authorizes the Trust Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party Trustee may direct and as are specifically authorized to be exercised by the Trust Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto, including, but not limited to, the execution of any powers of attorney. The Trust Collateral Agent shall act upon and in compliance with the written instructions of the Controlling Party Trustee delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Trust Collateral Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this AgreementIndenture, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Trust Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Trust Collateral Agent of its express duties hereunder, except where this Agreement Indenture provides that the Trust Collateral Agent is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest Xxxxxx Trust and Savings Bank Minnesota, National Association as the Collateral Agent Indenture Trustee with respect to the Series 1993-A Collateral and as paying agent with respect to the related Collateral subsequently specified in a Series SupplementNotes (the "Note Paying Agent"), and Norwest Xxxxxx Trust and Savings Bank Minnesota, National Association hereby accepts such appointment and agrees to act as Collateral Agent Indenture Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Issuer Secured Parties, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent Indenture Trustee in accordance with the provisions of this AgreementIndenture and the other Transaction Documents. Each Issuer Secured Party hereby authorizes the Collateral Agent Indenture Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent Indenture Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Indenture Trustee shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Indenture Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this AgreementIndenture, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Indenture Trustee has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Indenture Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Indenture Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest Bank MinnesotaOne, National Association as the Collateral Agent Indenture Trustee with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest Bank MinnesotaOne, National Association hereby accepts such appointment and agrees to act as Collateral Agent Indenture Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, Trust Property for the Issuer Secured Parties, to maintain custody and possession of such Collateral Trust Property (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent Indenture Trustee in accordance with the provisions of this AgreementIndenture and the other Basic Documents. Each Issuer Secured Party hereby authorizes the Collateral Agent Indenture Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent Indenture Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Indenture Trustee shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Indenture Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, Indenture or (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Indenture Trustee has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Indenture Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Indenture Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions ---------------------- hereof, each of the Secured Parties Noteholders, the Trust and the Insurer hereby appoints Norwest Wells Fargo Bank Minnesota, National Association N.A. as the Collateral Agent Indenture Trustee with respect resxxxx to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementTrust Estate, and Norwest Wells Fargo Bank Minnesota, National Association N.A. hereby accepts such appointment and agrees axx xxrees to act as Collateral Agent with Indenture Truxxxx xith respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, Trust Estate for the Secured PartiesNoteholders and the Insurer, to maintain custody and possession of such Collateral Trust Estate (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent Indenture Trustee in accordance with the provisions of this AgreementIndenture and the other Operative Documents. Each Secured Party Noteholder and the Insurer hereby authorizes the Collateral Agent Indenture Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent Indenture Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Indenture Trustee shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Indenture Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, Indenture or (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Indenture Trustee has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Indenture Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Indenture Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest Bank Minnesota, National Association [Indenture Trustee] as the Collateral Agent Indenture Trustee with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest Bank Minnesota, National Association [Indenture Trustee] hereby accepts such appointment and agrees to act as Collateral Agent Indenture Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, Trust Property for the Issuer Secured Parties, to maintain custody and possession of such Collateral Trust Property (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent Indenture Trustee in accordance with the provisions of this AgreementIndenture and the other Basic Documents. Each Issuer Secured Party hereby authorizes the Collateral Agent Indenture Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent Indenture Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Indenture Trustee shall act upon and in compliance with the written instructions of the Controlling Party delivered to it pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided PROVIDED that the Collateral Agent Indenture Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, Indenture or (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Indenture Trustee has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Indenture Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Indenture Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Secured Parties Issuer hereby appoints Norwest Bank MinnesotaXxxxx Fargo Bank, National Association N.A. as the Collateral Agent Indenture Trustee with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest Bank MinnesotaXxxxx Fargo Bank, National Association N.A. hereby accepts such appointment and agrees to act as Collateral Agent Indenture Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Issuer Secured Parties, to maintain custody and possession of such the Collateral (except as otherwise provided hereunderhereunder or under the Custodial Agreement) and to perform the other duties of the Collateral Agent Indenture Trustee in accordance with the provisions of this AgreementIndenture and the other Basic Documents. Each Issuer Secured Party hereby authorizes the Collateral Agent Indenture Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent Indenture Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Indenture Trustee shall act upon and in compliance with the written instructions of the Controlling Party delivered to it pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Indenture Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, Indenture or (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Indenture Trustee has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Indenture Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Indenture Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Secured Parties hereby appoints Norwest Xxxxxx Trust and Savings Bank Minnesota, National Association as the Collateral Agent with respect to the Series 19931996-A 1 Collateral and the related Collateral subsequently specified in a Series Supplement, and Norwest Xxxxxx Trust and Savings Bank Minnesota, National Association hereby accepts such appointment and agrees to act as Collateral Agent with respect to the Series 19931996-A 1 Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Secured Parties, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent in accordance with the provisions of this Agreement. Each Secured Party hereby authorizes the Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement promptly following receipt of such written instructions; provided provided, however, that the Collateral Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent of its express duties hereunder, except where this Agreement provides that the Collateral Agent is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Secured Parties hereby appoints Norwest Bank Minnesota, National Association as the Collateral Agent with respect to the Series 19931994-A 1 Collateral and the related Collateral subsequently specified in a Series Supplement, and Norwest Bank Minnesota, National Association hereby accepts such appointment and agrees to act as Collateral Agent with respect to the Series 19931994-A Collateral1 Collateral and, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Secured Parties, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent in accordance with the provisions of this Agreement. Each Secured Party hereby authorizes the Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement promptly following receipt of such written instructions; provided that the Collateral Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent of its express duties hereunder, except where this Agreement provides that the Collateral Agent is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties and the Residual Certificateholders hereby appoints Norwest Bank MinnesotaXxxxx Fargo Bank, National Association as the Collateral Agent Trustee with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest Bank MinnesotaXxxxx Fargo Bank, National Association hereby accepts such appointment and agrees to act as Collateral Agent Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Issuer Secured Parties, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent Trustee in accordance with the provisions of this AgreementIndenture and the other Basic Documents. Each Issuer Secured Party hereby authorizes the Collateral Agent Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Trustee shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this AgreementIndenture, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Trustee has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. (a) Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest appoint Xxxxx Fargo Bank Minnesota, National Association Association, as the Trust Collateral Agent with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest Xxxxx Fargo Bank Minnesota, National Association Association, hereby accepts such appointment and agrees to act as Trust Collateral Agent with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Issuer Secured Parties, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Trust Collateral Agent in accordance with the provisions of this AgreementIndenture and the other Basic Documents. Each Issuer Secured Party hereby authorizes the Trust Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Trust Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Trust Collateral Agent shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Trust Collateral Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, Indenture or (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Trust Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Trust Collateral Agent of its express duties hereunder, except where this Agreement Indenture provides that the Trust Collateral Agent is permitted to act only following and in accordance with such instructions. (b) Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoint Xxxxx Fargo Bank Minnesota, as the Note Paying Agent with respect to the Trust Property, and Xxxxx Fargo Bank Minnesota, hereby accepts such appointment and agrees to act as Note Paying Agent with respect to the Trust Property in trust for the benefit of the Noteholders and the Insurer for the Issuer Secured Parties, to maintain custody and possession of such Trust Property in trust for the benefit of the Noteholders and the Insurer (except as otherwise provided hereunder) and to perform the other duties of the Note Paying Agent in accordance with the provisions of this Indenture and the other Basic Documents. Each Issuer Secured Party hereby authorizes the Note Paying Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, 50 Indenture as the Controlling Party may direct and as are specifically authorized to be exercised by the Note Paying Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Note Paying Agent shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Indenture promptly following receipt of such written instructions; provided that the Note Paying Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Indenture or (ii) for which the Note Paying Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Note Paying Agent of its express duties hereunder, except where this Indenture provides that the Note Paying Agent is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Secured Parties initial Noteholder and the Note Purchaser hereby appoints Norwest Bank Minnesotaappoint Xxxxx Fargo Bank, National Association as the Collateral Agent Trustee with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest Bank MinnesotaXxxxx Fargo Bank, National Association hereby accepts such appointment and agrees to act as Collateral Agent Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Secured Partiesbenefit of the Noteholders and the Note Purchaser, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent Trustee in accordance with the provisions of this AgreementIndenture and the other Basic Documents. Each Secured Party Noteholder, by its acceptance of a Note, hereby authorizes the Collateral Agent Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party such Noteholder may direct and as are specifically authorized to be exercised by the Collateral Agent Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Trustee shall act upon and in compliance with the written instructions of the Controlling Party Note Purchaser or the Majority Noteholders delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this AgreementIndenture, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Trustee has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. (a) Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest appoint Xxxxx Fargo Bank Minnesota, National Association Association, as the Trust Collateral Agent with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest Xxxxx Fargo Bank Minnesota, National Association Association, hereby accepts such appointment and agrees to act as Trust Collateral Agent with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Issuer Secured Parties, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Trust Collateral Agent in accordance with the provisions of this AgreementIndenture and the other Basic Documents. Each Issuer Secured Party hereby authorizes the Trust Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Trust Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Trust Collateral Agent shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Trust Collateral Agent shall not act in accordance with 50 any instructions (i) which are not authorized by, or in violation of the provisions of, this Indenture or (ii) for which the Trust Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Trust Collateral Agent of its express duties hereunder, except where this Indenture provides that the Trust Collateral Agent is permitted to act only following and in accordance with such instructions. (b) Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoint Xxxxx Fargo Bank Minnesota, as the Note Paying Agent with respect to the Trust Property, and Xxxxx Fargo Bank Minnesota, hereby accepts such appointment and agrees to act as Note Paying Agent with respect to the Trust Property in trust for the benefit of the Noteholders and the Insurer for the Issuer Secured Parties, to maintain custody and possession of such Trust Property in trust for the benefit of the Noteholders and the Insurer (except as otherwise provided hereunder) and to perform the other duties of the Note Paying Agent in accordance with the provisions of this Indenture and the other Basic Documents. Each Issuer Secured Party hereby authorizes the Note Paying Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Note Paying Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Note Paying Agent shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Indenture promptly following receipt of such written instructions; provided that the Note Paying Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, Indenture or (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Note Paying Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Note Paying Agent of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Note Paying Agent is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest SunTrust Bank Minnesota, National Association as the Collateral Agent Trustee with respect to the Series 1993-A Collateral Asset Pool and the related Collateral subsequently specified in a Series Supplementas initial Paying Agent, and Norwest SunTrust Bank Minnesota, National Association hereby accepts such appointment and agrees to act as Collateral Agent Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, Asset Pool for the Issuer Secured Parties, to maintain custody and possession of such Collateral the assets in the Asset Pool (except as otherwise provided hereunderherein and in the Assignment and Servicing Agreement) and to perform the other duties of the Collateral Agent Trustee in accordance with the provisions of this Indenture and the Assignment and Servicing Agreement. Each Issuer Secured Party hereby authorizes the Collateral Agent Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party Insurer (if no Insurer Default has occurred and is continuing) or the holders of not less than 66 2/3% of the then Outstanding Principal Amount of the Notes (if an Insurer Default has occurred and is continuing) may direct in writing and as are specifically authorized to be exercised by the Collateral Agent Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Trustee shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to Insurer or the Noteholders given in accordance with the provisions of this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this AgreementIndenture, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Trustee has not received reasonable indemnityindemnity satisfactory to it. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest Bank MinnesotaJPMorgan Chase Bank, National Association N.A. as the Collateral Agent with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementSpread Account Agreement Collateral, and Norwest Bank MinnesotaJPMorgan Chase Bank, National Association N.A. hereby accepts such appointment and agrees to act as Collateral Agent with respect to the Series 1993-A Spread Account Agreement Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Issuer Secured Parties, to maintain custody and possession of such Spread Account Agreement Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent in accordance with the provisions of this Agreement. Each Issuer Secured Party hereby authorizes the Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent shall act (and shall be completely protected in so acting) upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement promptly following receipt of such written instructions; provided that the Collateral Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent of its express duties hereunder, except where this Agreement provides that the Collateral Agent is permitted to act only following and in accordance with such instructions.

Appointment and Powers. (a) Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest appoint Xxxxx Fargo Bank Minnesota, National Association Association, as the Trust Collateral Agent with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest Xxxxx Fargo Bank Minnesota, National Association Association, hereby accepts such appointment and agrees to act as Trust Collateral Agent with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Issuer Secured Parties, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Trust Collateral Agent in accordance with the provisions of this AgreementIndenture and the other Basic Documents. Each Issuer Secured Party hereby authorizes the Trust Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Trust Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Trust Collateral Agent shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Trust Collateral Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, Indenture or (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Trust Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Trust Collateral Agent of its express duties hereunder, except where this Agreement Indenture provides that the Trust Collateral Agent is permitted to act only following and in accordance with such instructions. (b) Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoint Xxxxx Fargo Bank Minnesota, as the Note Paying Agent with respect to the Trust Property, and Xxxxx Fargo Bank Minnesota, hereby accepts such appointment and agrees to act as Note Paying Agent with respect to the Trust Property in trust for the benefit of the Noteholders and the Insurer for the Issuer Secured Parties, to maintain custody and possession of such Trust Property in trust for the benefit of the Noteholders and the Insurer (except as otherwise provided hereunder) and to perform the other duties of the Note Paying Agent in accordance with the provisions of this Indenture and the other Basic Documents. Each Issuer Secured Party hereby authorizes the Note Paying Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Note Paying Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Note Paying Agent shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Indenture promptly following receipt of such written instructions; provided that the Note Paying Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Indenture or (ii) for which the Note Paying Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Note Paying Agent of its express duties hereunder, except where this Indenture provides that the Note Paying Agent is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest Bank MinnesotaOne Trust Company, National Association N.A. as the Collateral Agent Trustee with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest Bank MinnesotaOne Trust Company, National Association hereby N.A. xxxxxx accepts such appointment and agrees to act as Collateral Agent Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Issuer Secured Parties, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent Trustee in accordance with the provisions of this AgreementIndenture and the other Basic Documents. Each Issuer Secured Party hereby authorizes the Collateral Agent Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Trustee shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this AgreementIndenture, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Trustee has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest Bank MinnesotaOne Trust Company, National Association N.A. as the Collateral Agent Trustee with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest Bank MinnesotaOne Trust Company, National Association N.A. hereby accepts such appointment and agrees to act as Collateral Agent Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Issuer Secured Parties, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent Trustee in accordance with the provisions of this AgreementIndenture and the other Basic Documents. Each Issuer Secured Party hereby authorizes the Collateral Agent Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Trustee shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this AgreementIndenture, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Trustee has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest Bank MinnesotaXxxxx Fargo Bank, National Association as the Collateral Agent Trustee with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest Bank MinnesotaXxxxx Fargo Bank, National Association hereby accepts such appointment and agrees to act as Collateral Agent Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Issuer Secured Parties, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent Trustee in accordance with the provisions of this AgreementIndenture and the other Basic Documents. Each Issuer Secured Party hereby authorizes the Collateral Agent Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Trustee shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this AgreementIndenture, (ii) which are in violation of any ofany applicable law, rule or regulation or (iii) for which the Collateral Agent Trustee has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest Bank MinnesotaWells Fargo Bank, National Association as the Collateral Agent Trustee with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series Supplementxxx Collateral, and Norwest Bank MinnesotaWells Fargo Bank, National Association hereby accepts such appointment and appointmenx xxx agrees to act as Collateral Agent Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Issuer Secured Parties, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent Trustee in accordance with the provisions of this AgreementIndenture and the other Basic Documents. Each Issuer Secured Party hereby authorizes the Collateral Agent Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Trustee shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this AgreementIndenture, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Trustee has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. (a) Subject to the terms and ---------------------- conditions hereof, each of the Issuer Secured Parties hereby appoints appoint Norwest Bank Minnesota, National Association Association, as the Trust Collateral Agent with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest Bank Minnesota, National Association Association, hereby accepts such appointment and agrees to act as Trust Collateral Agent with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Issuer Secured Parties, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Trust Collateral Agent in accordance with the provisions of this AgreementIndenture and the other Basic Documents. Each Issuer Secured Party hereby authorizes the Trust Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Trust Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Trust Collateral Agent shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Trust Collateral Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, Indenture or (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Trust Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Trust Collateral Agent of its express duties hereunder, except where this Agreement Indenture provides that the Trust Collateral Agent is permitted to act only following and in accordance with such instructions. (b) Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoint Norwest Bank Minnesota, National Association, as the Note Paying Agent with respect to the Trust Property, and Norwest Bank Minnesota, National Association, hereby accepts such appointment and agrees to act as Note Paying Agent with respect to the Trust Property in trust for the benefit of the Noteholders and Note Insured for the Issuer Secured Parties, to maintain custody and possession of such Trust Property in trust for the benefit of the Noteholders and Note Insured (except as otherwise provided hereunder) and to perform the other duties of the Note Paying Agent in accordance with the provisions of this Indenture and the other Basic Documents. Each Issuer Secured Party hereby authorizes the Note Paying Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Note Paying Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Note Paying Agent shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Indenture promptly following receipt of such written instructions; provided that the Note Paying Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Indenture or (ii) for which the Note Paying Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Note Paying Agent of its express duties hereunder, except where this Indenture provides that the Note Paying Agent is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest The Bank Minnesota, National Association of New York as the Collateral Agent with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementSpread Account Agreement Collateral, and Norwest The Bank Minnesota, National Association of New York hereby accepts such appointment and agrees to act as Collateral Agent with respect to the Series 1993-A Spread Account Agreement Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Issuer Secured Parties, to maintain custody and possession of such Spread Account Agreement Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent in accordance with the provisions of this Agreement. Each Issuer Secured Party hereby authorizes the Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent shall act (and shall be completely protected in so acting) upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement promptly following receipt of such written instructions; provided that the Collateral Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent of its express duties hereunder, except where this Agreement provides that the Collateral Agent is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions ---------------------- hereof, each of the Issuer Secured Parties hereby appoints Norwest Bank Minnesota, National Association Association, in its capacity as Indenture Trustee, as the Collateral Agent collateral agent with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest Bank Minnesota, National Association hereby accepts such appointment and agrees to act as Collateral Agent collateral agent with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Issuer Secured Parties, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of with respect to the Collateral Agent in accordance with the provisions of this AgreementIndenture. Each Issuer Secured Party hereby authorizes the Collateral Agent Indenture Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent Indenture Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Indenture Trustee shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Indenture Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this AgreementIndenture, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Indenture Trustee has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Indenture Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Indenture Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Secured Parties hereby appoints Norwest Xxxxxx Trust and Savings Bank Minnesota, National Association as the Collateral Agent with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest Xxxxxx Trust and Savings Bank Minnesota, National Association hereby accepts such appointment and agrees to act as Collateral Agent with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Secured Parties, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent in accordance with the provisions of this Agreement. Each Secured Party hereby authorizes the Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent shall act (and shall be completely protected in so acting) upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement promptly following receipt of such written instructions; provided that the Collateral Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent of its express duties hereunder, except where this Agreement provides that the Collateral Agent is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Secured Parties hereby appoints Norwest Harris Trust and Savings Bank Minnesota, National Association as the Collateral Agent with respect to the respecx xx xhe Series 19931998-A 1 Collateral and the related Collateral subsequently specified in a Series Supplement, and Norwest Harris Trust and Savings Bank Minnesota, National Association hereby accepts such appointment and agrees xxx xxrees to act as Collateral Agent with respect to the Series 19931998-A 1 Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Secured Parties, to maintain custody and possession of such Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent in accordance with the provisions of this Agreement. Subject to the terms and conditions hereof, the Transferor, individually and in its capacity as agent on behalf of the Reversionary Holders, each of the Secured Parties and the Collateral Agent hereby appoint Harris Trust and Savings Bank as Securities Intermediary with respxxx xx the Spread Account, and Harris Trust and Savings Bank hereby accepts such appointment as Sxxxxxxies Intermediary and agrees to act on behalf of, and at the direction of, the Collateral Agent with respect thereto. Each Secured Party hereby authorizes the Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement promptly following receipt of such written instructions; provided provided, however, that the Collateral Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent of its express duties hereunder, except where this Agreement provides that the Collateral Agent is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest The Chase Manhattan Bank Minnesota, National Association as the Collateral Agent Trustee with respect to the Series 1993-A Collateral Asset Pool and the related Collateral subsequently specified in a Series Supplementas initial Paying Agent, and Norwest The Chase Manhattan Bank Minnesota, National Association hereby accepts such appointment and agrees to act as Collateral Agent Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, Asset Pool for the Issuer Secured Parties, to maintain custody and possession of such Collateral the assets in the Asset Pool (except as otherwise provided hereunderherein and in the Assignment and Servicing Agreement) and to perform the other duties of the Collateral Agent Trustee in accordance with the provisions of this Indenture and the Assignment and Servicing Agreement. Each Issuer Secured Party hereby authorizes the Collateral Agent Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party Insurer (if no Insurer Default has occurred and is continuing) or the holders of not less than 66 2/3% of the then Outstanding Principal Amount of the Notes (if an Insurer Default has occurred and is continuing) may direct in writing and as are specifically authorized to be exercised by the Collateral Agent Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Trustee shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to Insurer or the Noteholders given in accordance with the provisions of this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this AgreementIndenture, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Trustee has not received reasonable indemnityindemnity satisfactory to it. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Secured Parties hereby appoints Norwest Bank MinnesotaWxxxx Fargo, National Association as the Collateral Agent with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest Bank Minnesota, National Association Wxxxx Fargo hereby accepts such appointment and agrees to act as Collateral Agent with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, for the Secured Parties, to maintain custody and possession of such the Collateral (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent in accordance with the provisions of this Agreement. Each Secured Party hereby authorizes the Collateral Agent to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement promptly following receipt of such written instructions; provided that the Collateral Agent shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, Agreement or (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent of its express duties hereunder, except where this Agreement provides that the Collateral Agent is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest Bank Minnesota, National Association BNY Midwest Trust Company as the Collateral Agent Trustee with respect to the Series 1993-A Collateral Asset Pool and the related Collateral subsequently specified in a Series Supplementas initial Paying Agent, and Norwest Bank Minnesota, National Association BNY Midwest Trust Company hereby accepts such appointment and agrees to act as Collateral Agent Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, Asset Pool for the Issuer Secured Parties, to maintain custody and possession of such Collateral the assets in the Asset Pool (except as otherwise provided hereunderherein and in the Assignment and Servicing Agreement) and to perform the other duties of the Collateral Agent Trustee in accordance with the provisions of this Indenture and the Assignment and Servicing Agreement. Each Issuer Secured Party hereby authorizes the Collateral Agent Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party Insurer (if no Insurer Default has occurred and is continuing) or the holders of not less than 66-2/3% of the then Outstanding Principal Amount of the Notes (if an Insurer Default has occurred and is continuing) may direct and as are specifically authorized to be exercised by the Collateral Agent Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Trustee shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to Insurer or the Noteholders given in accordance with the provisions of this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this AgreementIndenture, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Trustee has not received reasonable indemnityindemnity satisfactory to it. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest Bank Minnesota, National Association Bankers Trust Company as the Collateral Agent Trustee with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementCollateral, and Norwest Bank Minnesota, National Association Bankers Trust Company hereby accepts such appointment and agrees to act as Collateral Agent Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, Trust Property for the Issuer Secured Parties, to maintain custody and possession of such Collateral Trust Property (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent Trustee in accordance with the provisions of this AgreementPooling Agreement and the other Basic Documents. Each Issuer Secured Party hereby authorizes the Collateral Agent Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Trustee shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Pooling Agreement promptly following receipt of such written instructions; provided that the Collateral Agent Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, Pooling Agreement or (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Trustee has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Trustee of its express duties hereunder, except where this Pooling Agreement provides that the Collateral Agent Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Secured Parties Noteholders and the Insurer hereby appoints Norwest Bank MinnesotaBankers Trust Company of California, National Association N.A. as the Collateral Agent Indenture Trustee with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementTrust Estate, and Norwest Bank MinnesotaBankers Trust Company of California, National Association hereby accepts N.A. herexx xxxepts such appointment and agrees to act as Collateral Agent Indenture Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, Trust Estate for the Secured PartiesNoteholders and the Insurer, to maintain custody and possession of such Collateral Trust Estate (except as otherwise provided hereunder) and to perform the other duties of the Collateral Agent Indenture Trustee in accordance with the provisions of this AgreementIndenture and the other Operative Documents. Each Secured Party Noteholder and the Insurer hereby authorizes the Collateral Agent Indenture Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent Indenture Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Indenture Trustee shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Indenture Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, Indenture or (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Indenture Trustee has not received reasonable indemnity. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Indenture Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Indenture Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Secured Parties hereby appoints Norwest Xxxxxx Trust and Savings Bank Minnesota, National Association as the Collateral Agent Trustee with respect to the Series 1993-A Collateral and the related Collateral subsequently specified in a Series SupplementIndenture Collateral, and Norwest Xxxxxx Trust and Savings Bank Minnesota, National Association hereby accepts such appointment and agrees to act as Collateral Agent the Trustee on behalf of the Secured Parties with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Indenture Collateral Agent with respect to such Collateral, in each case, for the Secured Parties, to maintain custody and possession of such Indenture Collateral (except as otherwise provided hereunder) pursuant to the Pooling and Servicing Agreement and the Custodian Agreement and to perform the other duties of the Collateral Agent Trustee in accordance with the provisions of this AgreementIndenture. Each Secured Party hereby authorizes the Collateral Agent Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party may direct and as are specifically authorized to be exercised by the Collateral Agent Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Trustee shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to this Agreement Indenture promptly following receipt of such written instructions; provided provided, however, that the Collateral Agent Trustee shall not be required to act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this Agreement, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent it has not received reasonable indemnityindemnity satisfactory to the Trustee. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Trustee is permitted to act only following and in accordance with such instructions.

Appointment and Powers. Subject to the terms and conditions hereof, each of the Issuer Secured Parties hereby appoints Norwest Bank Minnesota, National Association [Xxxxxx Trust and Savings Bank] as the Collateral Agent Trustee with respect to the Series 1993-A Collateral Asset Pool and the related Collateral subsequently specified in a Series Supplementas initial Paying Agent, and Norwest Bank Minnesota, National Association [Xxxxxx Trust and Savings Bank] hereby accepts such appointment and agrees to act as Collateral Agent Trustee with respect to the Series 1993-A Collateral, and upon execution of any Series Supplement, shall be deemed to accept such appointment, and agree to act as Collateral Agent with respect to such Collateral, in each case, Asset Pool for the Issuer Secured Parties, to maintain custody and possession of such Collateral the assets in the Asset Pool (except as otherwise provided hereunderherein and in the Assignment and Servicing Agreement) and to perform the other duties of the Collateral Agent Trustee in accordance with the provisions of this Indenture and the Assignment and Servicing Agreement. Each Issuer Secured Party hereby authorizes the Collateral Agent Trustee to take such action on its behalf, and to exercise such rights, remedies, powers and privileges hereunder, as the Controlling Party Insurer (if no Insurer Default has occurred and is continuing) or the holders of not less than 66 2/3% of the then Outstanding Principal Amount of the Notes (if an Insurer Default has occurred and is continuing) may direct and as are specifically authorized to be exercised by the Collateral Agent Trustee by the terms hereof, together with such actions, rights, remedies, powers and privileges as are reasonably incidental thereto. The Collateral Agent Trustee shall act upon and in compliance with the written instructions of the Controlling Party delivered pursuant to Insurer or the Noteholders given in accordance with the provisions of this Agreement Indenture promptly following receipt of such written instructions; provided that the Collateral Agent Trustee shall not act in accordance with any instructions (i) which are not authorized by, or in violation of the provisions of, this AgreementIndenture, (ii) which are in violation of any applicable law, rule or regulation or (iii) for which the Collateral Agent Trustee has not received reasonable indemnityindemnity satisfactory to it. Receipt of such instructions shall not be a condition to the exercise by the Collateral Agent Trustee of its express duties hereunder, except where this Agreement Indenture provides that the Collateral Agent Trustee is permitted to act only following and in accordance with such instructions.