Common use of Distribution Account and Securities Account Clause in Contracts

Distribution Account and Securities Account. (a) The Trustee, for the benefit of the Certificateholders, shall establish and maintain an account (the “Distribution Account”) at the Bank, which shall be an Eligible Account, entitled “CWALT 2008-1R Distribution Account.” The Distribution Account shall be maintained as a “deposit account” (as defined in Section 9-102(a)(29) of the UCC), bearing a designation clearly indicating that the account and all funds deposited in it are held for the exclusive benefit of the Certificateholders. All amounts on deposit in the Distribution Account shall remain uninvested. The Bank of New York (“BNY”) hereby confirms the following with respect to the Distribution Account: (A) the Distribution Account shall be established and maintained as a “deposit account” (as defined in Section 9-102(a)(29) of the UCC), (B) BNY is an organization engaged in the business of banking and is acting in such capacity (in such capacity, the “Bank”) in maintaining the Distribution Account and (C) the Trustee is the Bank’s sole “customer” (within the meaning of Section 9-104 of the UCC) with respect to the Distribution Account (other than the Securities Account). Notwithstanding anything to the contrary and for the avoidance of doubt, if at any time the Bank shall receive any instructions originated by the Trustee directing the disposition of funds in the Distribution Account, the Bank shall comply with such instructions without further consent by the Depositor, the Underlying Certificate Seller or any other Person. Notwithstanding anything to the contrary, the Bank’s “jurisdiction” (within the meaning of Section 9-304 of the UCC) is the State of New York. The Distribution Account Property shall be Delivered to the Securities Intermediary in accordance with the definition of “Delivery.”

Distribution Account and Securities Account. (a) The Trustee, for the benefit of the Certificateholders, shall establish and maintain an account (the “"Distribution Account”") at the Bank, which shall be an Eligible Account, entitled “CWALT 2008"CWMBS, Inc. Resecuritization Pass-1R Distribution Account.” Through Trust 2005-8R." The Distribution Account shall be maintained as a “"deposit account” " (as defined in Section 9-102(a)(29) of the UCC), bearing a designation clearly indicating that the account and all funds deposited in it are held for the exclusive benefit of the Certificateholders. All amounts on deposit in the Distribution Account shall remain uninvested. The Bank of New York (“"BNY”") hereby confirms the following with respect to the Distribution Account: (A) the Distribution Account shall be established and maintained as a “"deposit account” " (as defined in Section 9-102(a)(29) of the UCC), (B) BNY is an organization engaged in the business of banking and is acting in such capacity (in such capacity, the “"Bank”") in maintaining the Distribution Account and (C) the Trustee is the Bank’s 's sole “"customer” " (within the meaning of Section 9-104 of the UCC) with respect to the Distribution Account (other than the Securities Account). Notwithstanding anything to the contrary and for the avoidance of doubt, if at any time the Bank shall receive any instructions originated by the Trustee directing the disposition of funds in the Distribution Account, the Bank shall comply with such instructions without further consent by the Depositor, the Underlying Certificate Seller or any other Person. Notwithstanding anything to the contrary, the Bank’s “'s "jurisdiction” " (within the meaning of Section 9-304 of the UCC) is the State of New York. The Distribution Account Property shall be Delivered to the Securities Intermediary in accordance with the definition of “"Delivery.”"

Distribution Account and Securities Account. (a) The Trustee, for the benefit of the Certificateholders, shall establish and maintain an account (the “"Distribution Account”") at the Bank, which shall be an Eligible Account, entitled “"CWALT 20082005-1R 12R Distribution Account.” " The Distribution Account shall be maintained as a “"deposit account” " (as defined in Section 9-102(a)(29) of the UCC), bearing a designation clearly indicating that the account and all funds deposited in it are held for the exclusive benefit of the Certificateholders. All amounts on deposit in the Distribution Account shall remain uninvested. The Bank of New York (“"BNY”") hereby confirms the following with respect to the Distribution Account: (A) the Distribution Account shall be established and maintained as a “"deposit account” " (as defined in Section 9-102(a)(29) of the UCC), (B) BNY is an organization engaged in the business of banking and is acting in such capacity (in such capacity, the “"Bank”") in maintaining the Distribution Account and (C) the Trustee is the Bank’s 's sole “"customer” " (within the meaning of Section 9-104 of the UCC) with respect to the Distribution Account (other than the Securities Account). Notwithstanding anything to the contrary and for the avoidance of doubt, if at any time the Bank shall receive any instructions originated by the Trustee directing the disposition of funds in the Distribution Account, the Bank shall comply with such instructions without further consent by the Depositor, the Underlying Certificate Seller or any other Person. Notwithstanding anything to the contrary, the Bank’s “'s "jurisdiction” " (within the meaning of Section 9-304 of the UCC) is the State of New York. The Distribution Account Property shall be Delivered to the Securities Intermediary in accordance with the definition of “"Delivery.”"

Distribution Account and Securities Account. (a) The Trustee, for the benefit of the Certificateholders, shall establish and maintain an account (the “"Distribution Account”") at the Bank, which shall be an Eligible Account, entitled “CWALT 2008"CWALT, Inc. Alternative Loan Trust Resecuritization 2004-1R Distribution Account.” 31T1R." The Distribution Account shall be maintained as a “"deposit account” " (as defined in Section 9-102(a)(29) of the UCC), bearing a designation clearly indicating that the account and all funds deposited in it are held for the exclusive benefit of the Certificateholders. All amounts on deposit in the Distribution Account shall remain uninvested. The Bank of New York (“"BNY”") hereby confirms the following with respect to the Distribution Account: (A) the Distribution Account shall be established and maintained as a “"deposit account” " (as defined in Section 9-102(a)(29) of the UCC), (B) BNY is an organization engaged in the business of banking and is acting in such capacity (in such capacity, the “"Bank”") in maintaining the Distribution Account and (C) the Trustee is the Bank’s 's sole “"customer” " (within the meaning of Section 9-104 of the UCC) with respect to the Distribution Account (other than the Securities Account). Notwithstanding anything to the contrary and for the avoidance of doubt, if at any time the Bank shall receive any instructions originated by the Trustee directing the disposition of funds in the Distribution Account, the Bank shall comply with such instructions without further consent by the Depositor, the Underlying Certificate Seller or any other Person. Notwithstanding anything to the contrary, the Bank’s “'s "jurisdiction” " (within the meaning of Section 9-304 of the UCC) is the State of New York. The Distribution Account Property shall be Delivered to the Securities Intermediary in accordance with the definition of “"Delivery.”"

Distribution Account and Securities Account. (a) The Trustee, for the benefit of the Certificateholders, shall establish and maintain an account (the “"Distribution Account”") at the Bank, which shall be an Eligible Account, entitled “"CWALT 20082006-1R 22R Distribution Account.” " The Distribution Account shall be maintained as a “"deposit account” " (as defined in Section 9-102(a)(29) of the UCC), bearing a designation clearly indicating that the account and all funds deposited in it are held for the exclusive benefit of the Certificateholders. All amounts on deposit in the Distribution Account shall remain uninvested. The Bank of New York (“"BNY”") hereby confirms the following with respect to the Distribution Account: (A) the Distribution Account shall be established and maintained as a “"deposit account” " (as defined in Section 9-102(a)(29) of the UCC), (B) BNY is an organization engaged in the business of banking and is acting in such capacity (in such capacity, the “"Bank”") in maintaining the Distribution Account and (C) the Trustee is the Bank’s 's sole “"customer” " (within the meaning of Section 9-104 of the UCC) with respect to the Distribution Account (other than the Securities Account). Notwithstanding anything to the contrary and for the avoidance of doubt, if at any time the Bank shall receive any instructions originated by the Trustee directing the disposition of funds in the Distribution Account, the Bank shall comply with such instructions without further consent by the Depositor, the Underlying Certificate Seller or any other Person. Notwithstanding anything to the contrary, the Bank’s “'s "jurisdiction” " (within the meaning of Section 9-304 of the UCC) is the State of New York. The Distribution Account Property shall be Delivered to the Securities Intermediary in accordance with the definition of “"Delivery.”"

Distribution Account and Securities Account. (a) The Trustee, for the benefit of the Certificateholders, shall establish and maintain an account (the “"Distribution Account”") at the Bank, which shall be an Eligible Account, entitled “CWALT 2008"Indy Mac MBS, Inc. Residential Asset Securitization Trust 2004-1R Distribution AccountR2.” " The Distribution Account shall be maintained as a “"deposit account” " (as defined in Section 9-102(a)(29) of the UCC), bearing a designation clearly indicating that the account and all funds deposited in it are held for the exclusive benefit of the Certificateholders. All amounts on deposit in the Distribution Account shall remain uninvested. The Deutsche Bank of New York (“BNY”) hereby confirms the following with respect to the Distribution Account: (A) the Distribution Account shall be established and maintained as a “"deposit account” " (as defined in Section 9-102(a)(29) of the UCC), (B) BNY Deutsche Bank is an organization engaged in the business of banking and is acting in such capacity (in such capacity, the “"Bank”") in maintaining the Distribution Account and (C) the Trustee is the Bank’s 's sole “"customer” " (within the meaning of Section 9-104 of the UCC) with respect to the Distribution Account (other than the Securities Account). Notwithstanding anything to the contrary and for the avoidance of doubt, if at any time the Bank shall receive any instructions originated by the Trustee directing the disposition of funds in the Distribution Account, the Bank shall comply with such instructions without further consent by the Depositor, the Underlying Certificate Seller or any other Person. Notwithstanding anything to the contrary, the Bank’s “'s "jurisdiction” " (within the meaning of Section 9-304 of the UCC) is the State of New York. The Distribution Account Property shall be Delivered to the Securities Intermediary in accordance with the definition of “"Delivery.”"

Distribution Account and Securities Account. (a) The Trustee, for the benefit of the Certificateholders, shall establish and maintain an account (the “Distribution Account”) at the Bank, which shall be an Eligible Account, entitled “CWALT 2008Indy Mac MBS, Inc. Residential Asset Securitization Trust 2007-1R Distribution AccountR1.” The Distribution Account shall be maintained as a “deposit account” (as defined in Section 9-102(a)(29) of the UCC), bearing a designation clearly indicating that the account and all funds deposited in it are held for the exclusive benefit of the Certificateholders. All amounts on deposit in the Distribution Account shall remain uninvested. The Deutsche Bank of New York (“BNY”) hereby confirms the following with respect to the Distribution Account: (A) the Distribution Account shall be established and maintained as a “deposit account” (as defined in Section 9-102(a)(29) of the UCC), (B) BNY Deutsche Bank is an organization engaged in the business of banking and is acting in such capacity (Duetsche Bank, in such capacity, and any successor thereto, the “Bank”) in maintaining the Distribution Account and (C) the Trustee is the Bank’s sole “customer” (within the meaning of Section 9-104 of the UCC) with respect to the Distribution Account (other than the Securities Account). Notwithstanding anything to the contrary and for the avoidance of doubt, if at any time the Bank shall receive any instructions originated by the Trustee directing the disposition of funds in the Distribution Account, the Bank shall comply with such instructions without further consent by the Depositor, the Underlying Certificate Seller or any other Person. Notwithstanding anything to the contrary, the Bank’s “jurisdiction” (within the meaning of Section 9-304 of the UCC) is the State of New York. The Distribution Account Property shall be Delivered to the Securities Intermediary in accordance with the definition of “Delivery.”

Distribution Account and Securities Account. (a) The Trustee, for the benefit of the Certificateholders, shall establish and maintain an account (the “"Distribution Account”") at the Bank, which shall be an Eligible Account, entitled “CWALT 2008"Indy Mac MBS, Inc. Residential Asset Securitization Trust 2006-1R Distribution AccountR2.” " The Distribution Account shall be maintained as a “"deposit account” " (as defined in Section 9-102(a)(29) of the UCC), bearing a designation clearly indicating that the account and all funds deposited in it are held for the exclusive benefit of the Certificateholders. All amounts on deposit in the Distribution Account shall remain uninvested. The Deutsche Bank of New York (“BNY”) hereby confirms the following with respect to the Distribution Account: (A) the Distribution Account shall be established and maintained as a “"deposit account” " (as defined in Section 9-102(a)(29) of the UCC), (B) BNY Deutsche Bank is an organization engaged in the business of banking and is acting in such capacity (in such capacity, the “"Bank”") in maintaining the Distribution Account and (C) the Trustee is the Bank’s 's sole “"customer” " (within the meaning of Section 9-104 of the UCC) with respect to the Distribution Account (other than the Securities Account). Notwithstanding anything to the contrary and for the avoidance of doubt, if at any time the Bank shall receive any instructions originated by the Trustee directing the disposition of funds in the Distribution Account, the Bank shall comply with such instructions without further consent by the Depositor, the Underlying Certificate Seller or any other Person. Notwithstanding anything to the contrary, the Bank’s “'s "jurisdiction” " (within the meaning of Section 9-304 of the UCC) is the State of New York. The Distribution Account Property shall be Delivered to the Securities Intermediary in accordance with the definition of “"Delivery.”"

Distribution Account and Securities Account. (a) The Trustee, for the benefit of the Certificateholders, shall establish and maintain an account (the “"Distribution Account”") at the Bank, which shall be an Eligible Account, entitled “CWALT 2008"CWMBS, Inc. Alternative Loan Trust Resecuritization 2003-1R Distribution Account.” 23T2R." The Distribution Account shall be maintained as a “"deposit account” " (as defined in Section 9-102(a)(29) of the UCC), bearing a designation clearly indicating that the account and all funds deposited in it are held for the exclusive benefit of the Certificateholders. All amounts on deposit in the Distribution Account shall remain uninvested. The Bank of New York (“"BNY”") hereby confirms the following with respect to the Distribution Account: (A) the Distribution Account shall be established and maintained as a “"deposit account” " (as defined in Section 9-102(a)(29) of the UCC), (B) BNY is an organization engaged in the business of banking and is acting in such capacity (in such capacity, the “"Bank”") in maintaining the Distribution Account and (C) the Trustee is the Bank’s 's sole “"customer” " (within the meaning of Section 9-104 of the UCC) with respect to the Distribution Account (other than the Securities Account). Notwithstanding anything to the contrary and for the avoidance of doubt, if at any time the Bank shall receive any instructions originated by the Trustee directing the disposition of funds in the Distribution Account, the Bank shall comply with such instructions without further consent by the Depositor, the Underlying Certificate Seller or any other Person. Notwithstanding anything to the contrary, the Bank’s “'s "jurisdiction” " (within the meaning of Section 9-304 of the UCC) is the State of New York. The Distribution Account Property shall be Delivered to the Securities Intermediary in accordance with the definition of “"Delivery.”"

Distribution Account and Securities Account. (a) The Trustee, for the benefit of the Certificateholders, shall establish and maintain an account (the “"Distribution Account”") at the Bank, which shall be an Eligible Account, entitled “CWALT 2008"Indy Mac MBS, Inc. Residential Asset Securitization Trust 2004-1R Distribution AccountR1.” " The Distribution Account shall be maintained as a “"deposit account” " (as defined in Section 9-102(a)(29) of the UCC), bearing a designation clearly indicating that the account and all funds deposited in it are held for the exclusive benefit of the Certificateholders. All amounts on deposit in the Distribution Account shall remain uninvested. The Deutsche Bank of New York (“BNY”) hereby confirms the following with respect to the Distribution Account: (A) the Distribution Account shall be established and maintained as a “"deposit account” " (as defined in Section 9-102(a)(29) of the UCC), (B) BNY Deutsche Bank is an organization engaged in the business of banking and is acting in such capacity (in such capacity, the “"Bank”") in maintaining the Distribution Account and (C) the Trustee is the Bank’s 's sole “"customer” " (within the meaning of Section 9-104 of the UCC) with respect to the Distribution Account (other than the Securities Account). Notwithstanding anything to the contrary and for the avoidance of doubt, if at any time the Bank shall receive any instructions originated by the Trustee directing the disposition of funds in the Distribution Account, the Bank shall comply with such instructions without further consent by the Depositor, the Underlying Certificate Seller or any other Person. Notwithstanding anything to the contrary, the Bank’s “'s "jurisdiction” " (within the meaning of Section 9-304 of the UCC) is the State of New York. The Distribution Account Property shall be Delivered to the Securities Intermediary in accordance with the definition of “"Delivery.”"

Distribution Account and Securities Account. (a) The Trustee, for the benefit of the Certificateholders, shall establish and maintain an account (the “"Distribution Account”") at the Bank, which shall be an Eligible Account, entitled “CWALT 2008"Indy Mac MBS, Inc. Residential Asset Securitization Trust 2006-1R Distribution AccountR1.” " The Distribution Account shall be maintained as a “"deposit account” " (as defined in Section 9-102(a)(29) of the UCC), bearing a designation clearly indicating that the account and all funds deposited in it are held for the exclusive benefit of the Certificateholders. All amounts on deposit in the Distribution Account shall remain uninvested. The Deutsche Bank of New York (“BNY”) hereby confirms the following with respect to the Distribution Account: (A) the Distribution Account shall be established and maintained as a “"deposit account” " (as defined in Section 9-102(a)(29) of the UCC), (B) BNY Deutsche Bank is an organization engaged in the business of banking and is acting in such capacity (in such capacity, the “"Bank”") in maintaining the Distribution Account and (C) the Trustee is the Bank’s 's sole “"customer” " (within the meaning of Section 9-104 of the UCC) with respect to the Distribution Account (other than the Securities Account). Notwithstanding anything to the contrary and for the avoidance of doubt, if at any time the Bank shall receive any instructions originated by the Trustee directing the disposition of funds in the Distribution Account, the Bank shall comply with such instructions without further consent by the Depositor, the Underlying Certificate Seller or any other Person. Notwithstanding anything to the contrary, the Bank’s “'s "jurisdiction” " (within the meaning of Section 9-304 of the UCC) is the State of New York. The Distribution Account Property shall be Delivered to the Securities Intermediary in accordance with the definition of “"Delivery.”"

Distribution Account and Securities Account. (a) The Trustee, for the benefit of the Certificateholders, shall establish and maintain an account (the “"Distribution Account”") at the Bank, which shall be an Eligible Account, entitled “CWALT 2008"CWALT, Inc. Alternative Loan Trust Resecuritization 2005-1R Distribution Account.” 5R." The Distribution Account shall be maintained as a “"deposit account” " (as defined in Section 9-102(a)(29) of the UCC), bearing a designation clearly indicating that the account and all funds deposited in it are held for the exclusive benefit of the Certificateholders. All amounts on deposit in the Distribution Account shall remain uninvested. The Bank of New York (“"BNY”") hereby confirms the following with respect to the Distribution Account: (A) the Distribution Account shall be established and maintained as a “"deposit account” " (as defined in Section 9-102(a)(29) of the UCC), (B) BNY is an organization engaged in the business of banking and is acting in such capacity (in such capacity, the “"Bank”") in maintaining the Distribution Account and (C) the Trustee is the Bank’s 's sole “"customer” " (within the meaning of Section 9-104 of the UCC) with respect to the Distribution Account (other than the Securities Account). Notwithstanding anything to the contrary and for the avoidance of doubt, if at any time the Bank shall receive any instructions originated by the Trustee directing the disposition of funds in the Distribution Account, the Bank shall comply with such instructions without further consent by the Depositor, the Underlying Certificate Seller or any other Person. Notwithstanding anything to the contrary, the Bank’s “'s "jurisdiction” " (within the meaning of Section 9-304 of the UCC) is the State of New York. The Distribution Account Property shall be Delivered to the Securities Intermediary in accordance with the definition of “"Delivery.”"

Distribution Account and Securities Account. (a) The Trustee, for the benefit of the Certificateholders, shall establish and maintain an account (the “"Distribution Account”") at the Bank, which shall be an Eligible Account, entitled “CWALT 2008"CWMBS, Inc. Resecuritization Pass-1R Distribution Account.” Through Trust 2004-28R." The Distribution Account shall be maintained as a “"deposit account” " (as defined in Section 9-102(a)(29) of the UCC), bearing a designation clearly indicating that the account and all funds deposited in it are held for the exclusive benefit of the Certificateholders. All amounts on deposit in the Distribution Account shall remain uninvested. The Bank of New York (“"BNY”") hereby confirms the following with respect to the Distribution Account: (A) the Distribution Account shall be established and maintained as a “"deposit account” " (as defined in Section 9-102(a)(29) of the UCC), (B) BNY is an organization engaged in the business of banking and is acting in such capacity (in such capacity, the “"Bank”") in maintaining the Distribution Account and (C) the Trustee is the Bank’s 's sole “"customer” " (within the meaning of Section 9-104 of the UCC) with respect to the Distribution Account (other than the Securities Account). Notwithstanding anything to the contrary and for the avoidance of doubt, if at any time the Bank shall receive any instructions originated by the Trustee directing the disposition of funds in the Distribution Account, the Bank shall comply with such instructions without further consent by the Depositor, the Underlying Certificate Seller or any other Person. Notwithstanding anything to the contrary, the Bank’s “'s "jurisdiction” " (within the meaning of Section 9-304 of the UCC) is the State of New York. The Distribution Account Property shall be Delivered to the Securities Intermediary in accordance with the definition of “"Delivery.”"

Distribution Account and Securities Account. (a) The Trustee, for the benefit of the Certificateholders, shall establish and maintain an account (the “"Distribution Account”") at the Bank, which shall be an Eligible Account, entitled “CWALT 2008"Indy Mac MBS, Inc. IndyMac INDX Mortgage Loan Trust 2006-1R Distribution AccountR1.” " The Distribution Account shall be maintained as a “"deposit account” " (as defined in Section 9-102(a)(29) of the UCC), bearing a designation clearly indicating that the account and all funds deposited in it are held for the exclusive benefit of the Certificateholders. All amounts on deposit in the Distribution Account shall remain uninvested. The Deutsche Bank of New York (“BNY”) hereby confirms the following with respect to the Distribution Account: (A) the Distribution Account shall be established and maintained as a “"deposit account” " (as defined in Section 9-102(a)(29) of the UCC), (B) BNY Deutsche Bank is an organization engaged in the business of banking and is acting in such capacity (in such capacity, the “"Bank”") in maintaining the Distribution Account and (C) the Trustee is the Bank’s 's sole “"customer” " (within the meaning of Section 9-104 of the UCC) with respect to the Distribution Account (other than the Securities Account). Notwithstanding anything to the contrary and for the avoidance of doubt, if at any time the Bank shall receive any instructions originated by the Trustee directing the disposition of funds in the Distribution Account, the Bank shall comply with such instructions without further consent by the Depositor, the Underlying Certificate Seller or any other Person. Notwithstanding anything to the contrary, the Bank’s “'s "jurisdiction” " (within the meaning of Section 9-304 of the UCC) is the State of New York. The Distribution Account Property shall be Delivered to the Securities Intermediary in accordance with the definition of “"Delivery.”"

Distribution Account and Securities Account. (a) The Trustee, for the benefit of the Certificateholders, shall establish and maintain an account (the “Distribution Account”) at the Bank, which shall be an Eligible Account, entitled “CWALT 20082007-1R 26R Distribution Account.” The Distribution Account shall be maintained as a “deposit account” (as defined in Section 9-102(a)(29) of the UCC), bearing a designation clearly indicating that the account and all funds deposited in it are held for the exclusive benefit of the Certificateholders. All amounts on deposit in the Distribution Account shall remain uninvested. The Bank of New York (“BNY”) hereby confirms the following with respect to the Distribution Account: (A) the Distribution Account shall be established and maintained as a “deposit account” (as defined in Section 9-102(a)(29) of the UCC), (B) BNY is an organization engaged in the business of banking and is acting in such capacity (in such capacity, the “Bank”) in maintaining the Distribution Account and (C) the Trustee is the Bank’s sole “customer” (within the meaning of Section 9-104 of the UCC) with respect to the Distribution Account (other than the Securities Account). Notwithstanding anything to the contrary and for the avoidance of doubt, if at any time the Bank shall receive any instructions originated by the Trustee directing the disposition of funds in the Distribution Account, the Bank shall comply with such instructions without further consent by the Depositor, the Underlying Certificate Seller or any other Person. Notwithstanding anything to the contrary, the Bank’s “jurisdiction” (within the meaning of Section 9-304 of the UCC) is the State of New York. The Distribution Account Property shall be Delivered to the Securities Intermediary in accordance with the definition of “Delivery.”

Distribution Account and Securities Account. (a) The Trustee, for the benefit of the Certificateholders, shall establish and maintain an account (the “Distribution Account”) at the Bank, which shall be an Eligible Account, entitled “CWALT 2008-1R 2R Distribution Account.” The Distribution Account shall be maintained as a “deposit account” (as defined in Section 9-102(a)(29) of the UCC), bearing a designation clearly indicating that the account and all funds deposited in it are held for the exclusive benefit of the Certificateholders. All amounts on deposit in the Distribution Account shall remain uninvested. The Bank of New York (“BNY”) hereby confirms the following with respect to the Distribution Account: (A) the Distribution Account shall be established and maintained as a “deposit account” (as defined in Section 9-102(a)(29) of the UCC), (B) BNY is an organization engaged in the business of banking and is acting in such capacity (in such capacity, the “Bank”) in maintaining the Distribution Account and (C) the Trustee is the Bank’s sole “customer” (within the meaning of Section 9-104 of the UCC) with respect to the Distribution Account (other than the Securities Account). Notwithstanding anything to the contrary and for the avoidance of doubt, if at any time the Bank shall receive any instructions originated by the Trustee directing the disposition of funds in the Distribution Account, the Bank shall comply with such instructions without further consent by the Depositor, the Underlying Certificate Seller or any other Person. Notwithstanding anything to the contrary, the Bank’s “jurisdiction” (within the meaning of Section 9-304 of the UCC) is the State of New York. The Distribution Account Property shall be Delivered to the Securities Intermediary in accordance with the definition of “Delivery.”