Common use of Distribution Account and Lockbox Account Clause in Contracts

Distribution Account and Lockbox Account. On or before the Closing Date, the Securities Intermediary shall establish and maintain the Distribution Account as a non-interest bearing trust account in the name of the Securities Intermediary, for the benefit of the Securityholders. On or before the Closing Date, the Issuer shall establish the Lockbox Account as a non-interest bearing, segregated account with U.S. Bank National Association (the “Lockbox Bank”) and in the name of the Securities Intermediary for the benefit of the Securityholders. The Servicer is, and so long as such accounts are maintained with the Securities Intermediary and the Lockbox Bank, the Securities Intermediary and the Lockbox Bank are, hereby required to ensure that each of the Distribution Account and the Lockbox Account is established and maintained as an Eligible Deposit Account with a Qualified Institution. The Servicer will monitor the Lockbox Account on a daily basis and review the previous day’s Lockbox Account activity. If any institution with which any of the accounts established pursuant to this Section 7.01(a) and pursuant to Section 7.03 ceases to be a Qualified Institution, the Servicer, or if the Servicer fails to do so, the Securities Intermediary or the Lockbox Bank (as the case may be) shall within ten (10) Business Days of actual knowledge of such failure by a Responsible Officer establish a replacement account at a Qualified Institution after notice of such event. In no event shall the Securities Intermediary or the Lockbox Bank, as appropriate, be responsible for monitoring whether such institution shall remain a Qualified Institution. Each Qualified Institution maintaining an Eligible Deposit Account shall agree in writing to comply with all instructions originated by the Securities Intermediary or Lockbox Bank, as applicable.

Distribution Account and Lockbox Account. On or before the Closing Date, the Securities Intermediary Trustee shall establish and maintain the Distribution Account as a non-interest bearing trust account in the name of the Securities IntermediaryIssuer, for the benefit of the SecurityholdersTrustee and the Noteholders. On or before the Closing Date, the Issuer shall establish the Lockbox Account as a non-interest bearing, segregated account with U.S. Bank National Association (the “Lockbox Bank”) and in the name of the Securities Intermediary Issuer, for the benefit of the SecurityholdersTrustee and the Noteholders. The Servicer is, and so long as such accounts are maintained with the Securities Intermediary Trustee and the Lockbox Bank, the Securities Intermediary Trustee and the Lockbox Bank are, hereby required to ensure that each of the Distribution Account and the Lockbox Account is established and maintained as an Eligible Deposit Account with a Qualified Institution. The Servicer will monitor the Lockbox Account on a daily basis and review the previous day’s Lockbox Account activity. If any institution with which any of the accounts established pursuant to this Section 7.01(a) and pursuant to Section 7.03 ceases to be a Qualified Institution, the Servicer, or if the Servicer fails to do so, the Securities Intermediary Trustee or the Lockbox Bank (as the case may be) shall within ten (10) Business Days of actual knowledge of such failure by a Responsible Officer establish a replacement account at a Qualified Institution after notice of such event. In no event shall the Securities Intermediary Trustee or the Lockbox Bank, as appropriate, be responsible for monitoring whether such institution shall remain a Qualified Institution. Each Qualified Institution maintaining an Eligible Deposit Account shall agree in writing to comply with all instructions originated by the Securities Intermediary Trustee or Lockbox Bank, as applicable.

Distribution Account and Lockbox Account. On or before the Closing Date, the Securities Intermediary shall establish and maintain the Distribution Account as a non-interest bearing segregated account in its corporate trust account department in the name of the Securities IntermediaryTrustee, for the benefit of the SecurityholdersNoteholders. On or before the Closing Date, the Issuer shall establish the Lockbox Account as a non-interest bearing, segregated deposit account with U.S. Bank National Association (the “Lockbox Bank”) and in the name of the Securities Intermediary Trustee for the benefit of the SecurityholdersNoteholders. The Servicer is, and so long as such accounts are maintained with the Securities Intermediary and the Lockbox Bank, the Securities Intermediary and the Lockbox Bank are, is hereby required to ensure that each of the Distribution Account and the Lockbox Account is established and maintained as an Eligible Deposit Account with a Qualified Institution. The Servicer will monitor the Lockbox Account on a daily basis and review the previous day’s Lockbox Account activity. If any institution with which any of the accounts established pursuant to this Section 7.01(a) and pursuant to Section 7.03 ceases to be a Qualified Institution, the Servicer, or if the Servicer fails to do so, the Securities Intermediary or the Lockbox Bank (as the case may be) shall within ten (10) Business Days of actual knowledge of such failure by a Responsible Officer Officer, establish a replacement account at a Qualified Institution after notice of such event. In no event shall the Securities Intermediary or the Lockbox Bank, as appropriate, be responsible for monitoring whether such institution shall remain a Qualified Institution. Each Qualified Institution maintaining an Eligible Deposit Account shall agree in writing to comply with all instructions originated by the Securities Intermediary or Lockbox Bank, as applicable. U.S. Bank National Association, in its capacity as Lockbox Bank, shall be afforded the rights, protections and immunities that are provided by general bank rules and regulations as well as any standard terms with respect to lockboxes established with U.S. Bank National Association.

Distribution Account and Lockbox Account. On or before the Closing Date, the Securities Intermediary shall establish and maintain the Distribution Account as a non-interest bearing segregated account in its corporate trust account department in the name of the Securities IntermediaryTrustee, for the benefit of the SecurityholdersNoteholders. On or before the Closing Date, the Issuer shall establish the Lockbox Account as a non-interest bearing, segregated deposit account with U.S. Bank National Association (the “Lockbox Bank”) and in the name of the Securities Intermediary Issuer for the benefit of the SecurityholdersTrustee for the benefit of the Noteholders. The Servicer is, and so long as such accounts are maintained with the Securities Intermediary and the Lockbox Bank, the Securities Intermediary and the Lockbox Bank are, is hereby required to ensure that each of the Distribution Account and the Lockbox Account is established and maintained as an Eligible Deposit Account with a Qualified InstitutionAccount. The Servicer will monitor the Lockbox Account on a daily basis and review the previous day’s Lockbox Account activity. If any institution with which any of the accounts such account established pursuant to this Section ‎Section 7.01(a) and pursuant to Section ‎Section 7.03 ceases to be a Qualified Institutionan Eligible Deposit Account, the Servicer, or if the Servicer fails to do so, the Securities Intermediary or the Lockbox Bank (as the case may be) shall within ten (10) Business Days of actual knowledge of such failure by a Responsible Officer of the Servicer, establish a replacement account at a Qualified Institution that is an Eligible Deposit Account after notice of such event. In no event shall the Securities Intermediary or the Lockbox Bank, as appropriate, be responsible for monitoring whether such institution account shall remain a Qualified Institutionan Eligible Deposit Account. Each Qualified Institution institution maintaining an Eligible Deposit Account shall agree in writing to comply with all instructions originated by the Securities Intermediary or Lockbox Bank, as applicable. U.S. Bank National Association, in its capacity as Lockbox Bank, shall be afforded the rights, protections and immunities that are provided by general bank rules and regulations as well as any standard terms with respect to lockboxes and treasury management accounts established with U.S. Bank National Association.

Distribution Account and Lockbox Account. On or before the Closing Date, the Securities Intermediary shall establish and maintain the Distribution Account as a non-interest bearing account with its corporate trust account department in the name of the Securities Intermediary, for the benefit of the Securityholders. On or before the Closing Date, the Issuer shall establish the Lockbox Account as a non-interest bearing, segregated account with U.S. Bank National Association (the “Lockbox Bank”) and in the name of the Securities Intermediary for the benefit of the Securityholders. The Servicer is, and so long as such accounts are maintained with the Securities Intermediary and the Lockbox Bank, the Securities Intermediary and the Lockbox Bank are, hereby required to ensure that each of the Distribution Account and the Lockbox Account is established and maintained as an Eligible Deposit Account with a Qualified Institution and the Lockbox Account is established and maintained with a Qualified Institution. The Servicer will monitor the Lockbox Account on a daily basis and review the previous day’s Lockbox Account activity. If any institution with which any of the accounts established pursuant to this Section 7.01(a) and pursuant to Section 7.03 ceases to be a Qualified Institution, the Servicer, or if the Servicer fails to do so, the Securities Intermediary or the Lockbox Bank (as the case may be) shall within ten (10) Business Days of actual knowledge of such failure by a Responsible Officer establish a replacement account at a Qualified Institution after notice of such event. In no event shall the Securities Intermediary or the Lockbox Bank, as appropriate, be responsible for monitoring whether such institution shall remain a Qualified Institution. Each Qualified Institution maintaining an Eligible Deposit Account shall agree in writing to comply with all instructions originated by the Securities Intermediary or Lockbox Bank, as applicable.

Distribution Account and Lockbox Account. On or before the Closing Date, the Securities Intermediary Trustee shall establish and maintain the Distribution Account as a non-interest bearing trust account in the name of the Securities IntermediaryIssuer, for the benefit of the SecurityholdersTrustee and the Noteholders. On or before the Closing Date, the Issuer shall establish the Lockbox Account as a non-interest bearing, segregated account with U.S. Bank National Association (the “Lockbox Bank”) and in the name of the Securities Intermediary Issuer, for the benefit of the SecurityholdersTrustee and the Noteholders. The Servicer is, and so long as such accounts are maintained with the Securities Intermediary Trustee and the Lockbox Bank, the Securities Intermediary Trustee and the Lockbox Bank are, hereby required to ensure that each of the Distribution Account and the Lockbox Account is established and maintained as an Eligible Deposit Account with a Qualified Institution. The Servicer will monitor the Lockbox Account on a daily basis and review the previous day’s Lockbox Account activity. If any institution with which any of the accounts established pursuant to this Section 7.01(a) and pursuant to Section Sections 7.02, 7.03 and 7.04 ceases to be a Qualified Institution, the Servicer, or if the Servicer fails to do so, the Securities Intermediary Trustee or the Lockbox Bank (as the case may be) shall within ten (10) Business Days of actual knowledge of such failure by a Responsible Officer establish a replacement account at a Qualified Institution after notice of such event. In no event shall the Securities Intermediary Trustee or the Lockbox Bank, as appropriate, be responsible for monitoring whether such institution shall remain a Qualified Institution. Each Qualified Institution maintaining an Eligible Deposit Account shall agree in writing to comply with all instructions originated by the Securities Intermediary Trustee or Lockbox Bank, as applicable.. BUSINESS.29147459.4