Common use of Certificate Accounts Clause in Contracts

Certificate Accounts. (a) For each Series, the Trustee shall establish and maintain one or more Eligible Accounts (collectively, the "Certificate Accounts"), which shall be Securities Accounts and shall be held in trust in the name of the Trustee for its benefit and the benefit of Certificateholders of such Series. The Trustee on behalf of such Certificateholders shall possess all right, title and interest in all funds on deposit from time to time in each Certificate Account and in all proceeds thereof. With respect to each Series and in accordance with Section 2.06, the Certificate Accounts shall be under the sole dominion and control (including, without limitation, Securities Control) of the Trustee for the benefit of the related Certificateholders. With respect to each Series, not later than the close of business on the Business Day on which the Trustee receives such amounts in the form of immediately available funds (so long as such funds are received by the Trustee by 3:00 p.m., New York City time, and on the next Business Day otherwise), the Trustee shall deposit or cause to be deposited in the Certificate Accounts all amounts received by it with respect to the Deposited Assets, any Credit Support and all Liquidation Proceeds related to such Series including: (i) all payments on account of principal of such Underlying Securities; (ii) all payments on account of interest on such Underlying Securities; (iii) all payments on account of premium (if any) on such Underlying Securities; (iv) any payments in respect of any such Credit Support; (v) any Advances made as required pursuant to Section 4.04; and (vi) any interest or investment income earned on funds deposited in the related Accounts. Unless otherwise specified in the applicable Supplement, it is understood and agreed that payments in the nature of prepayment or redemption penalties, late payment charges, default interest or reinvestment income which may be received by the Trustee shall be deposited by the Trustee in the Certificate Account and shall not be retained by the Trustee for its own account. If, at any time, the Certificate Account for any Series ceases to be an Eligible Account, the Trustee shall within five Business Days (or such longer period, not to exceed 30 calendar days, as to which the Rating Agency Condition is met) establish a new Certificate Account meeting the conditions specified above and the Trustee shall within five Business Days transfer any cash and any investments on deposit in the Certificate Account to such new Certificate Account, and from the date such new Certificate Account is established, it shall be the Certificate Account for such Series. (b) The Trustee shall give notice to the Depositor of the location of each Eligible Account constituting the Certificate Account and prior to any change thereof, if such Eligible Account is or will be located at an institution other than United States Trust Company of New York.