Common use of ESTABLISHMENT OF LOCKBOX ACCOUNT; NOTICES TO OBLIGORS; DEPOSITS IN LOCKBOX ACCOUNT Clause in Contracts

ESTABLISHMENT OF LOCKBOX ACCOUNT; NOTICES TO OBLIGORS; DEPOSITS IN LOCKBOX ACCOUNT. (a) On or prior to the Closing Date, the Servicers shall cause to be established and maintained, at the Servicers' expense, if the Servicers are PMC and/or PMCT, if not, then at the expense of the Trust Estate, the Lockbox Account with Bank One, N.A. or another Financial Institution having a long-term unsecured debt rating of at least A2 or its equivalent by the Rating Agency at all times that it holds the Lockbox Account (the "Required Rating"). The creation of the Lockbox Account shall be evidenced by a letter agreement substantially in the form of Exhibit B hereto. A copy of such executed letter agreement shall be furnished to each Servicer, the Placement Agent, the Supervisory Servicer, the Noteholders and the Rating Agency. (b) Within three (3) Business Days after the Closing Date, each Servicer will prepare and deliver to each of the Obligors with respect to the Loans for which it is responsible for servicing, with a copy of such correspondence to the Trustee and to the Noteholders, notices in the form attached hereto as Exhibit C, directing each such Obligor to send all future Monthly Payments or Principal Prepayments directly to the Lockbox Account. (c) Notwithstanding the foregoing notices, if such Servicer receives any Collections, including, without limitation, any Monthly Payments, late payment charges or other payments relating to a Loan, such Servicer will receive such funds in trust for the Trustee and, if such Servicer is not a financial institution having a rating of at least "P-1" or its equivalent by the Rating Agency, will forward such funds to the Lockbox Account no later than the Business Day immediately following the date such Servicer obtains knowledge of such receipt. In addition, any Liquidation Proceeds received by such Servicer will be deposited into the Lockbox Account no later than the Business Day immediately following the day such Servicer obtains knowledge of such receipt. (d) If the Supervisory Servicer assumes the function of Servicer under this Agreement, the Supervisory Servicer shall have the right, at any time and in its sole discretion, to establish and maintain at the expense of the Trust Estate, a new Lockbox Account at a Financial Institution having the Required Rating. Such Lockbox Account shall be evidenced by a letter agreement furnished to the Noteholders and the Rating Agency within (5) Business Days after the new Lockbox Account is established. Within five (5) Business Days of establishing the new Lockbox Account, the Supervisory Servicer will prepare and deliver to each of the Obligors, with copies of such correspondence to the Trustee and to the Noteholders, notice in the form of Exhibit C attached hereto, directing each such Obligor to send all future Monthly Payments directly to the Lockbox Account. (e) Upon receipt of notice that the institution holding the Lockbox Account no longer has the Required Rating or that Bank One, N.A. no longer wishes to hold the Lockbox Account, the Servicers will, within three (3) Business Days, establish and maintain, at their expense if the Servicers are PMC and/or PMCT, or if not, at the expense of the Trust Estate, a new Lockbox Account at a Financial Institution having the Required Rating. Such Lockbox Account shall be evidenced by a letter agreement substantially in the form of Exhibit B hereto. A copy of the executed letter agreement shall be furnished to the Servicers, the Noteholders, the Supervisory Servicer and the Rating Agency within five (5) Business Days after the new Lockbox Account is established. Within five (5) Business Days of establishing the new Lockbox Account, each Servicer will prepare and deliver to each of the Obligors with respect to the Loans for which it is responsible for servicing, with copies of such correspondence to the Trustee and to the Noteholders, notices in the form of Exhibit C attached hereto, directing each such Obligor to send all future Monthly Payments directly to the Lockbox Account.

ESTABLISHMENT OF LOCKBOX ACCOUNT; NOTICES TO OBLIGORS; DEPOSITS IN LOCKBOX ACCOUNT. (a) On or prior to the Closing Date, the Servicers Trustee shall cause to be established and maintained, at the Servicers' expense, Servicer's expense if the Servicers are PMC and/or PMCTServicer is PMC, if not, then at the expense of the Trust Estate, the Lockbox Account with Bank One, Texas, N.A. or another Financial Institution having a long-term unsecured debt rating of at least A2 A-2 or its equivalent by the Rating Agency Agency, at all times that it holds the Lockbox Account (the "Required Rating"). The creation of the Lockbox Account shall be evidenced by a letter agreement substantially in the form of Exhibit B hereto. A copy of such executed letter agreement shall be furnished to each the Servicer, the Placement Agent, the Supervisory Servicer, the Noteholders and the Rating Agency. (b) Within three (3) Business Days five days after the Closing Date, each the Servicer will prepare and deliver to each of the Obligors with respect to the Loans for which it is responsible for servicingObligors, with a copy of such correspondence to the Trustee and to the Noteholders, notices in the form attached hereto as Exhibit C, directing each such Obligor to send all future Monthly Payments or Principal Prepayments directly to the Lockbox Account. (c) Notwithstanding the foregoing notices, if such the Servicer receives any Collections, including, without limitation, any Monthly Payments, late payment charges or other payments relating to a Loan, such the Servicer will receive such funds in trust for the Trustee and, if such the Servicer is not a financial institution having a rating of at least "P-1" or its equivalent by the Rating Agency, will forward such funds to the Lockbox Account no later than the Business Day immediately following the date such the Servicer obtains knowledge of such receipt. In addition, any Liquidation Proceeds received by such the Servicer will be deposited into the Lockbox Account no later than the Business Day immediately following the day such the Servicer obtains knowledge of such receipt. (d) If the Supervisory Servicer assumes the function of Servicer under this Agreement, the Supervisory Servicer shall have the right, at any time and in its sole discretion, to establish and maintain at the expense of the Trust Estate, a new Lockbox Account at a Financial Institution having the Required Rating. Such Lockbox Account shall be evidenced by a letter agreement furnished to the Noteholders and the Rating Agency within (5) Business Days after the new Lockbox Account is established. Within five (5) Business Days of establishing the new Lockbox Account, the Supervisory Servicer will prepare and deliver to each of the Obligors, with copies of such correspondence to the Trustee and to the Noteholders, notice in the form of Exhibit C attached hereto, directing each such Obligor to send all future Monthly Payments directly to the Lockbox Account. (e) Upon receipt of notice that the institution holding the Lockbox Account no longer has the Required Rating or that Bank One, Texas, N.A. no longer wishes to hold the Lockbox Account, the Servicers Servicer will, within three (3) five Business Days, establish and maintain, at their its expense if the Servicers are PMC and/or PMCTServicer is PMC, or if not, at the expense of the Trust Estate, a new Lockbox Account at a Financial Institution having the Required Rating. Such Lockbox Account shall be evidenced by a letter agreement substantially in the form of Exhibit B hereto. A copy of the executed letter agreement shall be furnished to the ServicersServicer, the Noteholders, the Supervisory Servicer and the Rating Agency within five (5) Business Days after the new Lockbox Account is established. Within five (5) Business Days of establishing the new Lockbox Account, each the Servicer will prepare and deliver to each of the Obligors with respect to the Loans for which it is responsible for servicingObligors, with copies of such correspondence to the Trustee Trustee, and to the Noteholders, notices notices, in the form of Exhibit C attached hereto, directing each such Obligor to send all future Monthly Payments directly to the Lockbox Account.

ESTABLISHMENT OF LOCKBOX ACCOUNT; NOTICES TO OBLIGORS; DEPOSITS IN LOCKBOX ACCOUNT. (a) On or prior to the Closing Date, the Servicers Trustee shall cause to be established and maintained, at the Servicers' expense, Servicer's expense if the Servicers are PMC and/or PMCTServicer is PMC, if not, then at the expense of the Trust Estate, the Lockbox Account with Bank One, Texas, N.A. or another Financial Institution having a long-term unsecured debt rating of at least A2 A-2 or its equivalent by the Rating Agency at all times that it holds the Lockbox Account (the "Required Rating"). The creation of the Lockbox Account shall be evidenced by a letter agreement substantially in the form of Exhibit B hereto. A copy of such executed letter agreement shall be furnished to each the Servicer, the Placement Agent, the Supervisory Servicer, the Noteholders and the Rating Agency. (b) Within three (3) Business Days after the Closing Date, each the Servicer will prepare and deliver to each of the Obligors with respect to the Loans for which it is responsible for servicingObligors, with a copy of such correspondence to the Trustee and to the Noteholders, notices in the form attached hereto as Exhibit C, directing each such Obligor to send all future Monthly Payments or Principal Prepayments directly to the Lockbox Account. (c) Notwithstanding the foregoing notices, if such the Servicer receives any Collections, including, without limitation, any Monthly Payments, late payment charges or other payments relating to a Loan, such the Servicer will receive such funds in trust for the Trustee and, if such the Servicer is not a financial institution having a rating of at least "P-1" or its equivalent by the Rating Agency, will forward such funds to the Lockbox Account no later than the Business Day immediately following the date such the Servicer obtains knowledge of such receipt. In addition, any Liquidation Proceeds received by such the Servicer will be deposited into the Lockbox Account no later than the Business Day immediately following the day such the Servicer obtains knowledge of such receipt. (d) If the Supervisory Servicer assumes the function of Servicer under this Agreement, the Supervisory Servicer shall have the right, at any time and in its sole discretion, to establish and maintain at the expense of the Trust Estate, a new Lockbox Account at a Financial Institution having the Required Rating. Such Lockbox Account shall be evidenced by a letter agreement furnished to the Noteholders and the Rating Agency within (5) Business Days after the new Lockbox Account is established. Within five (5) Business Days of establishing the new Lockbox Account, the Supervisory Servicer will prepare and deliver to each of the Obligors, with copies of such correspondence to the Trustee and to the Noteholders, notice in the form of Exhibit C attached hereto, directing each such Obligor to send all future Monthly Payments directly to the Lockbox Account. (e) Upon receipt of notice that the institution holding the Lockbox Account no longer has the Required Rating or that Bank One, Texas, N.A. no longer wishes to hold the Lockbox Account, the Servicers Servicer will, within three (3) Business Days, establish and maintain, at their its expense if the Servicers are PMC and/or PMCTServicer is PMC, or if not, at the expense of the Trust Estate, a new Lockbox Account at a Financial Institution having the Required Rating. Such Lockbox Account shall be evidenced by a letter agreement substantially in the form of Exhibit B hereto. A copy of the executed letter agreement shall be furnished to the ServicersServicer, the Noteholders, the Supervisory Servicer and the Rating Agency within five (5) Business Days after the new Lockbox Account is established. Within five (5) Business Days of establishing the new Lockbox Account, each the Servicer will prepare and deliver to each of the Obligors with respect to the Loans for which it is responsible for servicingObligors, with copies of such correspondence to the Trustee Trustee, and to the Noteholders, notices notices, in the form of Exhibit C attached hereto, directing each such Obligor to send all future Monthly Payments directly to the Lockbox Account.

ESTABLISHMENT OF LOCKBOX ACCOUNT; NOTICES TO OBLIGORS; DEPOSITS IN LOCKBOX ACCOUNT. (a) On or prior to the Closing Date, the Servicers Servicer shall cause to be established and maintained, at the Servicers' Servicer's expense, if the Servicers are PMC and/or PMCT, if not, then at the expense of the Trust Estate, the Lockbox Account with Bank OneJPMorgan Chase Bank, N.A. or another Financial Institution having a long-term unsecured debt rating of at least A2 or its equivalent financial institution approved by the Rating Agency at all times that it holds the Agent and which has entered into a Lockbox Account (the "Required Rating"). The creation of the Lockbox Account shall be evidenced by a letter agreement substantially in the form of Exhibit B hereto. A copy of such executed letter agreement shall be furnished to each Servicer, the Placement Agent, the Supervisory Servicer, the Noteholders and the Rating AgencyAgreement. (b) Within three (3) Business Days after the Closing Date, each the Servicer will prepare and deliver to each of the Obligors with respect to the Loans for which it is responsible for servicingLoans, with a copy of such correspondence to the Trustee and to the NoteholdersAgent, notices in the form attached hereto as Exhibit CB, directing each such Obligor to send all future Monthly Payments or Principal Prepayments directly to the Lockbox Account. Prior to the time the Obligations are satisfied in full, the Servicer will not direct the Obligors to send Monthly Payments or Principal Prepayments to any other address without the prior written consent of the Agent. (c) Notwithstanding the foregoing notices, if such the Servicer receives any Collections, including, without limitation, any Monthly Payments, late payment charges or other payments relating to a any Loan, such the Servicer will receive such funds in trust for the Trustee and, if such Servicer is not a financial institution having a rating of at least "P-1" or its equivalent by Agent and the Rating Agency, Secured Parties and will forward such funds to the Lockbox Account no later than the Business Day immediately following the date such the Servicer obtains knowledge of such receipt. In addition, any Liquidation Proceeds received by such the Servicer will be deposited into the Lockbox Account no later than the Business Day immediately following the day such the Servicer obtains knowledge of such receipt. (d) If Upon receipt of notice that the Supervisory Servicer assumes institution holding the function of Servicer under this AgreementLockbox Account no longer wishes to hold the Lockbox Account or upon such institution failing to meet with Agent approval, the Supervisory Agent will provide notice thereof to the Servicer shall have and the rightServicer will, within five (5) Business Days, cause to be executed a new Lockbox Agreement and to be established and maintained, at any time and in its sole discretion, to establish and maintain at the expense of the Trust Estate, a new Lockbox Account at a Financial Institution having financial institution approved by the Required Rating. Such Lockbox Account shall be evidenced by a letter agreement furnished to the Noteholders and the Rating Agency within (5) Business Days after the new Lockbox Account is establishedAgent. Within five (5) Business Days of establishing the new Lockbox Account, the Supervisory Servicer will prepare and deliver to each of the Obligors, with copies of such correspondence to the Trustee and to the Noteholders, notice in the form of Exhibit C attached hereto, directing each such Obligor to send all future Monthly Payments directly to the Lockbox Account. (e) Upon receipt of notice that the institution holding the Lockbox Account no longer has the Required Rating or that Bank One, N.A. no longer wishes to hold the Lockbox Account, the Servicers will, within three (3) Business Days, establish and maintain, at their expense if the Servicers are PMC and/or PMCT, or if not, at the expense of the Trust Estate, a new Lockbox Account at a Financial Institution having the Required Rating. Such Lockbox Account shall be evidenced by a letter agreement substantially in the form of Exhibit B hereto. A copy of the executed letter agreement shall be furnished to the Servicers, the Noteholders, the Supervisory Servicer and the Rating Agency within five (5) Business Days after the new Lockbox Account is established. Within five (5) Business Days of establishing the new Lockbox Account, each Servicer will prepare and deliver to each of the Obligors with respect to the Loans for which it is responsible for servicing, with copies of such correspondence to the Trustee and to the NoteholdersAgent, notices notices, in the form of Exhibit C B attached hereto, directing each such Obligor to send all future Monthly Payments directly to the Lockbox Account. The Servicer will not add, terminate or replace a Lockbox Bank unless it has obtained a new Lockbox Agreement and shall cause the Lockbox Account to be subject to a Lockbox Agreement at all times.

ESTABLISHMENT OF LOCKBOX ACCOUNT; NOTICES TO OBLIGORS; DEPOSITS IN LOCKBOX ACCOUNT. (a) On or prior to the Closing Date, the Servicers shall cause to be established and maintained, at the Servicers' expense, if the Servicers are PMC and/or PMCT, if not, then at the expense of the Trust Estate, the Lockbox Account with Bank One, N.A. NA or another Financial Institution having a long-term unsecured debt rating of at least A2 or its equivalent by the Rating Agency at all times that it holds the Lockbox Account (the "Required Rating"). The creation of the Lockbox Account shall be evidenced by a letter agreement substantially in the form of Exhibit B hereto. A copy of such executed letter agreement shall be furnished to each Servicer, the Placement Agent, the Supervisory Servicer, the Noteholders and the Rating Agency. (b) Within three (3) Business Days after the Closing Date, each Servicer will prepare and deliver to each of the Obligors with respect to the Loans for which it is responsible for servicing, with a copy of such correspondence to the Trustee and to the Noteholders, notices in the form attached hereto as Exhibit C, directing each such Obligor to send all future Monthly Payments or Principal Prepayments directly to the Lockbox Account. Prior to the time the indebtedness evidenced by the Notes is satisfied in full, the Servicers will not direct the Obligors to send Monthly Payments or Principal Prepayments to any other address without the prior written consent of the Supervisory Servicer and the Trustee. (c) Notwithstanding the foregoing notices, if such Servicer receives any Collections, including, without limitation, any Monthly Payments, late payment charges or other payments relating to a Loan, such Servicer will receive such funds in trust for the Trustee and, if such Servicer is not a financial institution having a rating of at least "P-1" or its equivalent by the Rating Agency, and will forward such funds to the Lockbox Account no later than the Business Day immediately following the date such Servicer obtains knowledge of such receipt. In addition, any Liquidation Proceeds received by such Servicer will be deposited into the Lockbox Account no later than the Business Day immediately following the day such Servicer obtains knowledge of such receipt. (d) If the Supervisory Servicer assumes the function of Servicer under this Agreement, the Supervisory Servicer shall have the right, at any time and in its sole discretion, to establish and maintain at the expense of the Trust Estate, a new Lockbox Account at a Financial Institution having the Required Rating. Such Lockbox Account shall be evidenced by a letter agreement furnished to the Noteholders and the Rating Agency within (5) Business Days after the new Lockbox Account is established. Within five (5) Business Days of establishing the new Lockbox Account, the Supervisory Servicer will prepare and deliver to each of the Obligors, with copies of such correspondence to the Trustee and to the Noteholders, notice notice, in the form of Exhibit C attached hereto, directing each such Obligor to send all future Monthly Payments directly to the new Lockbox Account. (e) Upon receipt of notice that the institution holding the Lockbox Account no longer has the Required Rating or that Bank One, N.A. NA no longer wishes to hold the Lockbox Account, the Trustee will provide notice thereof to the Servicers and the Servicers will, within three (3) Business Days, establish cause to be established and maintainmaintained, at their expense if the Servicers are PMC and/or PMCT, or if not, at the expense of the Trust Estate, a new Lockbox Account at a Financial Institution having the Required Rating. Such Lockbox Account shall be evidenced by a letter agreement substantially in the form of Exhibit B hereto. A copy of the executed letter agreement shall be furnished to the Servicers, the Noteholders, the Supervisory Servicer and the Rating Agency within five (5) Business Days after the new Lockbox Account is established. Within five (5) Business Days of establishing the new Lockbox Account, each Servicer will prepare and deliver to each of the Obligors with respect to the Loans for which it is responsible for servicing, with copies of such correspondence to the Trustee Trustee, and to the Noteholders, notices notices, in the form of Exhibit C attached hereto, directing each such Obligor to send all future Monthly Payments directly to the Lockbox Account.

ESTABLISHMENT OF LOCKBOX ACCOUNT; NOTICES TO OBLIGORS; DEPOSITS IN LOCKBOX ACCOUNT. (a) On or prior to the Closing Date, the Servicers shall cause to be established and maintained, at the Servicers' expense, if the Servicers are PMC and/or PMCT, if not, then at the expense of the Trust Estate, the Lockbox Account with Bank One, Texas, N.A. or another Financial Institution having a long-term unsecured debt rating of at least A2 or its equivalent by the Rating Agency at all times that it holds the Lockbox Account (the "Required Rating"). The creation of the Lockbox Account shall be evidenced by a letter agreement substantially in the form of Exhibit B hereto. A copy of such executed letter agreement shall be furnished to each Servicer, the Placement Agent, the Supervisory Servicer, the Noteholders and the Rating Agency. (b) Within three (3) Business Days after the Closing Date, each such Servicer will prepare and deliver to each of the Obligors with respect to the Loans for which it is responsible for servicing, with a copy of such correspondence to the Trustee and to the Noteholders, notices in the form attached hereto as Exhibit C, directing each such Obligor to send all future Monthly Payments or Principal Prepayments directly to the Lockbox Account., (c) Notwithstanding the foregoing notices, if such Servicer receives any Collections, including, without limitation, any Monthly Payments, late payment charges or other payments relating to a Loan, such Servicer will receive such funds in trust for the Trustee and, if such Servicer is not a financial institution having a rating of at least "P-1" or its equivalent by the Rating Agency, will forward such funds to the Lockbox Account no later than the Business Day immediately following the date such Servicer obtains knowledge of such receipt. In addition, any Liquidation Proceeds received by such Servicer will be deposited into the Lockbox Account no later than the Business Day immediately following the day such Servicer obtains knowledge of such receipt. (d) If the Supervisory Servicer assumes the function of Servicer under this Agreement, the Supervisory Servicer shall have the right, at any time and in its sole discretion, to establish and maintain at the expense of the Trust Estate, a new Lockbox Account at a Financial Institution having the Required Rating. Such Lockbox Account shall be evidenced by a letter agreement furnished to the Noteholders and the Rating Agency within (5) Business Days after the new Lockbox Account is established. Within five (5) Business Days of establishing the new Lockbox Account, the Supervisory Servicer will prepare and deliver to each of the Obligors, with copies of such correspondence to the Trustee and to the Noteholders, notice notice, in the form of Exhibit C attached hereto, directing each such Obligor to send all future Monthly Payments directly to the Lockbox Account. (e) Upon receipt of notice that the institution holding the Lockbox Account no longer has the Required Rating or that Bank One, Texas, N.A. no longer wishes to hold the Lockbox Account, the Servicers will, within three (3) Business Days, establish and maintain, at their expense if the Servicers are PMC and/or PMCT, or if not, at the expense of the Trust Estate, a new Lockbox Account at a Financial Institution having the Required Rating. Such Lockbox Account shall be evidenced by a letter agreement substantially in the form of Exhibit B hereto. A copy of the executed letter agreement shall be furnished to the Servicers, the Noteholders, the Supervisory Servicer and the Rating Agency within five (5) Business Days after the new Lockbox Account is established. Within five (5) Business Days of establishing the new Lockbox Account, each Servicer will prepare and deliver to each of the Obligors with respect to the Loans for which it is responsible for servicing, with copies of such correspondence to the Trustee Trustee, and to the Noteholders, notices notices, in the form of Exhibit C attached hereto, directing each such Obligor to send all future Monthly Payments directly to the Lockbox Account.