Common use of Investment of Funds in the Issuer Accounts Clause in Contracts

Investment of Funds in the Issuer Accounts. (a) Funds credited to the Issuer Accounts will (unless otherwise stated in this Indenture or the applicable Indenture Supplement) be invested and reinvested by the Indenture Trustee at the written direction of the Issuer (or its agents appointed as provided below) in one or more Eligible Investments, which written direction shall be provided to the Indenture Trustee not later than 10:30 a.m. (New York City time) on the date such investment is to be made. The Issuer may appoint as its agent under a separate agreement a registered investment advisor and authorize such agent to give instructions, which may be provided to the Indenture Trustee through S.W.I.F.T., on behalf of the Issuer to the Indenture Trustee for funds to be invested and reinvested in one or more Eligible Investments. The Issuer shall provide the Indenture Trustee with a written direction certifying any such appointment. The Indenture Trustee shall be entitled to conclusively rely on, and shall be protected in acting upon, instructions, which may be provided to the Indenture Trustee through S.W.I.F.T., received from such agent on behalf of the Issuer. The Issuer (or its agent appointed pursuant to the preceding sentence) may authorize the Indenture Trustee to make specific investments pursuant to written instructions, in such amounts as the Issuer will specify. Notwithstanding the foregoing, funds held by the Indenture Trustee in any of the Issuer Accounts will be invested in Eligible Investments that will mature so that such funds shall be available for withdrawal on or prior to the following Note Transfer Date. (b) All funds from time to time credited to the Issuer Accounts pursuant to this Indenture and all investments made with such funds will be held by the Indenture Trustee in the Issuer Accounts as part of the Collateral as herein provided, subject to withdrawal by the Indenture Trustee for the purposes specified herein. (c) Funds and other property in any of the Issuer Accounts will not be commingled with any other funds or property of the Issuer or the Indenture Trustee. (d) On the applicable Note Transfer Date, all interest and earnings (net of losses and investment expenses) on funds credited to the Issuer Accounts will be applied as specified in the related Indenture Supplement. Unless otherwise stated in the related Indenture Supplement, for purposes of determining the availability of funds or the balance in the Issuer Accounts for any reason under this Indenture or any Indenture Supplement, investment earnings on such funds shall be deemed not to be available or on deposit. Subject to subsection 8.01(d), the Indenture Trustee will not in any way be held liable by reason of any insufficiency in such Issuer Accounts resulting from any loss on any Eligible Investment included therein; provided, however, that nothing herein shall protect the Indenture Trustee, in its commercial capacity and not as trustee, from being held liable for the failure to make payments on any such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor on such Eligible Investments and not as trustee, in accordance with their terms. (e) Funds credited to the Issuer Accounts will be invested and reinvested by the Indenture Trustee, to the fullest extent practicable, in such manner as the Indenture Trustee will from time to time determine; provided, however, that such funds shall remain uninvested upon the occurrence of any of the following events: (i) the Issuer (or its agent appointed pursuant to paragraph (a) above) shall have failed to give investment directions to the Indenture Trustee; or (ii) an Event of Default shall have occurred and is continuing but no Notes have been declared due and payable pursuant to Section 7.02.

Investment of Funds in the Issuer Accounts. (a) Funds credited to the Issuer Accounts will (unless otherwise stated in this Indenture or the applicable Indenture Supplement) be invested and reinvested by the Indenture Trustee at the written direction of the Issuer (or its agents appointed as provided below) in one or more Eligible Investments, which written direction shall be provided to the Indenture Trustee not later than 10:30 a.m. (New York City time) on the date such investment is to be made. The Issuer may appoint as its agent under a separate agreement a registered investment advisor and authorize such agent to give instructions, which may be provided to the Indenture Trustee through S.W.I.F.T., instructions on behalf of the Issuer to the Indenture Trustee for funds to be invested and reinvested in one or more Eligible Investments. The Issuer shall provide the Indenture Trustee with a written direction certifying any such appointment. The Indenture Trustee shall be entitled to conclusively rely on, and shall be protected in acting upon, instructions, which may be provided to the Indenture Trustee through S.W.I.F.T., instructions received from such agent on behalf of the Issuer. The Issuer (or its agent appointed pursuant to the preceding sentence) may authorize the Indenture Trustee to make specific investments pursuant to written instructions, in such amounts as the Issuer will specify. Notwithstanding the foregoing, funds held by the Indenture Trustee in any of the Issuer Accounts will be invested in Eligible Investments that will mature so that such funds shall be available for withdrawal on or prior to the following Note Transfer Date. (b) All funds from time to time credited to the Issuer Accounts pursuant to this Indenture and all investments made with such funds will be held by the Indenture Trustee in the Issuer Accounts as part of the Collateral as herein provided, subject to withdrawal by the Indenture Trustee for the purposes specified herein. (c) Funds and other property in any of the Issuer Accounts will not be commingled with any other funds or property of the Issuer or the Indenture Trustee. (d) On the applicable Note Transfer Date, all interest and earnings (net of losses and investment expenses) on funds credited to the Issuer Accounts will be applied as specified in the related Indenture Supplement. Unless otherwise stated in the related Indenture Supplement, for purposes of determining the availability of funds or the balance in the Issuer Accounts for any reason under this Indenture or any Indenture Supplement, investment earnings on such funds shall be deemed not to be available or on deposit. Subject to subsection 8.01(d), the Indenture Trustee will not in any way be held liable by reason of any insufficiency in such Issuer Accounts resulting from any loss on any Eligible Investment included therein; provided, however, that nothing herein shall protect the Indenture Trustee, in its commercial capacity and not as trustee, from being held liable for the failure to make payments on any such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor on such Eligible Investments and not as trustee, in accordance with their terms. (e) Funds credited to the Issuer Accounts will be invested and reinvested by the Indenture Trustee, to the fullest extent practicable, in such manner as the Indenture Trustee will from time to time determine; provided, however, that such funds shall remain uninvested upon the occurrence of any of the following events: (i) the Issuer (or its agent appointed pursuant to paragraph (a) above) shall have failed to give investment directions to the Indenture Trustee; or (ii) an Event of Default shall have occurred and is continuing but no Notes have been declared due and payable pursuant to Section 7.02.

Investment of Funds in the Issuer Accounts. (a) Funds credited to on deposit in the Issuer Accounts will (unless otherwise stated in this Indenture or the applicable Asset Pool Supplement or Indenture Supplement) be invested and reinvested by the Indenture Trustee at the written direction of the Issuer (or its agents appointed as provided below) in one or more Eligible Investments, which written direction shall be provided to the Indenture Trustee not later than 10:30 a.m. (New York City time) on the date such investment is to be made. The Issuer may appoint as its agent under a separate agreement a registered investment advisor and authorize such agent to give instructions, which may be provided to the Indenture Trustee through S.W.I.F.T., on behalf of the Issuer to the Indenture Trustee for funds to be invested and reinvested in one or more Eligible Investments. The Issuer shall provide Absent such written direction, the Indenture Trustee with a written direction certifying any such appointment. The Indenture Trustee shall be entitled to conclusively rely on, and shall be protected invest funds in acting upon, instructions, which may be provided to the Indenture Trustee through S.W.I.F.T., received from such agent on behalf Eligible Investments described in clause (f) of the Issuerdefinition thereof. The Issuer (or its agent appointed pursuant to the preceding sentence) may authorize the Indenture Trustee to make specific investments pursuant to written instructions, in such amounts as the Issuer will specify. Notwithstanding the foregoing, funds held by the Indenture Trustee in any of the Issuer Accounts will be invested in Eligible Investments that will mature so that in each case no later than the date on which such funds shall in the Issuer Accounts are scheduled to be available transferred or distributed by the Indenture Trustee pursuant to this Indenture (or as necessary to provide for withdrawal timely payment of principal or interest on the applicable Principal Payment Date or prior to the following Note Transfer Interest Payment Date). (b) All funds deposited from time to time credited to in the Issuer Accounts pursuant to this Indenture and all investments made with such funds will be held by the Indenture Trustee in the Issuer Accounts as part of the Collateral designated for inclusion in such Asset Pool as herein provided, subject to withdrawal by the Indenture Trustee for the purposes specified set forth herein. (c) Funds and other property in any of the Issuer Accounts will not be commingled with any other funds or property of the Issuer or the Indenture Trustee. The Indenture Trustee shall hold all Eligible Investments in a manner specified in the related Asset Pool Supplement; provided, that, other than following an Event of Default and acceleration pursuant to Section 602, no Eligible Investment shall be disposed of prior to its maturity. (d) On the applicable Note Transfer Date, all All interest and earnings (net of losses and investment expenses) on funds credited to on deposit in the Issuer Accounts Account will be applied as specified in the related applicable Asset Pool Supplement or Indenture Supplement. Unless otherwise stated in the related Asset Pool Supplement or Indenture Supplement, for purposes of determining the availability of funds or the balance in the Issuer Accounts for any reason under this Indenture or any Indenture Supplement, investment earnings on such funds shall be deemed not to be available or on deposit. Subject to subsection 8.01(dSubsection 701(d), the Indenture Trustee will not in any way be held liable by reason of any insufficiency in such Issuer Accounts resulting from any loss on any Eligible Investment included therein; provided, however, that nothing herein shall protect therein except for losses attributable to the Indenture Trustee, in its commercial capacity and not as trustee, from being held liable for the 's failure to make payments on any such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor on such Eligible Investments and not as trusteecapacity, in accordance with their terms. (e) Funds credited to on deposit in the Issuer Accounts will be invested and reinvested by the Indenture Trustee, Trustee to the fullest extent practicable, in such manner as the Indenture Trustee will from time to time determine; provided, howeverbut only in one or more Eligible Investments, that such funds shall remain uninvested upon the occurrence of any of the following events: (i) the Issuer (or its agent appointed pursuant to paragraph (a) above) shall will have failed to give investment directions to the Indenture Trustee; or (ii) an Event of Default shall will have occurred and is continuing but no Notes have been declared due and payable pursuant to Section 7.02.602. [END OF ARTICLE IV]

Investment of Funds in the Issuer Accounts. (a) Funds credited to the Issuer Accounts will (unless otherwise stated in this Indenture or the applicable Indenture Supplement) be invested and reinvested by the Indenture Trustee at the written direction of the Issuer (or its agents appointed as provided below) in one or more Eligible Investments, which written direction shall be provided to the Indenture Trustee not later than 10:30 a.m. (New York City time) on the date such investment is to be made. The Issuer may appoint as its agent under a separate agreement a registered investment advisor and authorize such agent to give instructions, which may be provided to the Indenture Trustee through S.W.I.F.T., on behalf of the Issuer to the Indenture Trustee for funds to be invested and reinvested in one or more Eligible Investments. The Issuer shall provide the Indenture Trustee with a written direction certifying any such appointment. The Indenture Trustee shall be entitled to conclusively rely on, and shall be protected in acting upon, instructions, which may be provided to the Indenture Trustee through S.W.I.F.T., received from such agent on behalf of the Issuer. The Issuer (or its agent appointed pursuant to the preceding sentence) may authorize the Indenture Trustee to make specific investments pursuant to written instructions, in such amounts as the Issuer will specify. Notwithstanding the foregoing, funds held by the Indenture Trustee in any of the Issuer Accounts will be invested in Eligible Investments that will mature so that in each case no later than the date on which such funds shall in the Issuer Accounts are scheduled to be available transferred or distributed by the Indenture Trustee pursuant to this Indenture (or as necessary to provide for withdrawal timely payment of principal or interest on or prior to the following Note Transfer applicable Payment Date). (b) All funds from time to time credited to the Issuer Accounts pursuant to this Indenture and all investments made with such funds will be held by the Indenture Trustee in the Issuer Accounts as part of the Collateral as herein provided, subject to withdrawal by the Indenture Trustee for the purposes specified herein. (c) Funds and other property in any of the Issuer Accounts will not be commingled with any other funds or property of the Issuer or the Indenture Trustee. (d) On the applicable Note Transfer Date, all interest and earnings (net of losses and investment expenses) on funds credited to the Issuer Accounts will be applied as specified in the related Indenture Supplement. Unless otherwise stated in the related Indenture Supplement, for purposes of determining the availability of funds or the balance in the Issuer Accounts for any reason under this Indenture or any Indenture Supplement, investment earnings on such funds shall be deemed not to be available or on deposit. Subject to subsection 8.01(d), the Indenture Trustee will not in any way be held liable by reason of any insufficiency in such Issuer Accounts resulting from any loss on any Eligible Investment included therein; provided, however, that nothing herein shall protect therein except for losses attributable to the Indenture Trustee, in its commercial capacity and not as trustee, from being held liable for the 's own failure to make payments on any such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor on such Eligible Investments and not as trusteecapacity, in accordance with their terms. (e) Funds credited to the Issuer Accounts will be invested and reinvested by the Indenture Trustee, to the fullest extent practicable, in such manner as the Indenture Trustee will from time to time determine; provided, howeverbut only in BNY Cash Reserves, that such funds shall remain uninvested upon the occurrence of any of the following events: (i) the Issuer (or its agent appointed pursuant to paragraph (a) above) shall will have failed to give investment directions to the Indenture Trustee; or (ii) an Event of Default shall will have occurred and is continuing but no Notes have been declared due and payable pursuant to Section 7.02.. [END OF ARTICLE V]

Investment of Funds in the Issuer Accounts. (a) Funds credited to the Issuer Accounts will may (unless otherwise stated in this Indenture or the applicable Indenture Supplement) be invested and reinvested by the Indenture Trustee at the written direction of the Issuer (or its agents appointed as provided below) in one or more Eligible Investments, which written direction shall be provided to the Indenture Trustee not later than 10:30 a.m. (New York City time) on the date such investment is to be made. The Issuer may appoint as its agent under a separate agreement a registered investment advisor and authorize such agent to give instructions, which may be provided to the Indenture Trustee through S.W.I.F.T., on behalf of the Issuer to the Indenture Trustee for funds to be invested and reinvested in one or more Eligible Investments. The Issuer shall provide the Indenture Trustee with a written direction certifying any such appointment. The Indenture Trustee shall be entitled to conclusively rely on, and shall be protected in acting upon, instructions, which may be provided to the Indenture Trustee through S.W.I.F.T., received from such agent on behalf of the Issuer. The Issuer (or its agent appointed pursuant to the preceding sentence) may authorize the Indenture Trustee to make specific investments pursuant to written instructions, in such amounts as the Issuer will specify. Notwithstanding the foregoing, funds held by the Indenture Trustee in any of the Issuer Accounts will be invested in Eligible Investments that will mature so that in each case no later than the Business Day preceding the date on which such funds shall in the Issuer Accounts are scheduled to be available transferred or distributed by the Indenture Trustee pursuant to this Indenture (or as necessary to provide for withdrawal timely payment of principal or interest on or prior to the following Note Transfer applicable Payment Date). (b) All funds from time to time credited to the Issuer Accounts pursuant to this Indenture and all investments made with such funds funds, if any, will be held by the Indenture Trustee in the Issuer Accounts as part of the Collateral as herein provided, subject to withdrawal by the Indenture Trustee for the purposes specified herein. (c) Funds and other property in any of the Issuer Accounts will not be commingled with any other funds or property of the Issuer or the Indenture Trustee. (d) On the applicable Note Transfer Date, all interest and earnings (net of losses and investment expenses) ), if any, on funds credited to the Issuer Accounts will be applied as specified in the related Indenture SupplementSupplements. Unless otherwise stated in the related Indenture Supplement, for purposes of determining the availability of funds or the balance in the any Issuer Accounts Account for any reason under this Indenture or any Indenture Supplement, investment earnings on such funds funds, if any, shall be deemed not to be available or on deposit. Subject to subsection Section 8.01(d), the Indenture Trustee will not in any way be held liable by reason of any insufficiency in such Issuer Accounts resulting from any loss on any Eligible Investment included therein; provided, however, that nothing herein shall protect therein except for losses attributable to the Indenture Trustee, in its commercial capacity and not as trustee, from being held liable for the ’s own failure to make payments on any such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor on such Eligible Investments and not as trusteecapacity, in accordance with their terms. (e) Funds credited to the Issuer Accounts will be invested and reinvested by the Indenture Trustee, to the fullest extent practicable, in such manner as the Indenture Trustee will from time to time determine; provided, however, that such funds shall remain uninvested investments described in clause (b) of “Eligible Investments,” upon the occurrence of any of the following events: (i) the Issuer (or its agent appointed pursuant to paragraph (a) above) shall will have failed to give investment directions to the Indenture Trustee; or (ii) an Event of Default shall will have occurred and is continuing but no Notes have been declared due and payable pursuant to Section 7.02.

Investment of Funds in the Issuer Accounts. (a) Funds credited to on deposit in the Issuer Accounts will (unless otherwise stated in this Indenture or the applicable Indenture Supplement) be invested and reinvested by the Indenture Trustee at the written direction of the Issuer (or its agents appointed as provided below) in one or more Eligible Investments, which written direction shall be provided to the Indenture Trustee not later than 10:30 a.m. (New York City time) on the date such investment is to be made. The Issuer may appoint as its agent under a separate agreement a registered investment advisor and authorize such agent to give instructions, which may be provided to the Indenture Trustee through S.W.I.F.T., on behalf of the Issuer to the Indenture Trustee for funds to be invested and reinvested in one or more Eligible Investments. The Issuer shall provide the Indenture Trustee with a written direction certifying any such appointment. The Indenture Trustee shall be entitled to conclusively rely on, and shall be protected in acting upon, instructions, which may be provided to the Indenture Trustee through S.W.I.F.T., received from such agent on behalf of the Issuer. The Issuer (or its agent appointed pursuant to the preceding sentence) may authorize the Indenture Trustee to make specific investments pursuant to written instructions, in such amounts as the Issuer will specify. Notwithstanding the foregoing, funds held by the Indenture Trustee in any of the Issuer Accounts will be invested in Eligible Investments that will mature so that in each case no later than the date on which such funds shall in the Issuer Accounts are scheduled to be available transferred or distributed by the Indenture Trustee pursuant to this Asset Pool 1 Supplement (or as necessary to provide for withdrawal timely payment of principal or interest on or prior to the following Note Transfer applicable Payment Date). (b) All funds deposited from time to time credited to in the Issuer Accounts pursuant to this Indenture Asset Pool 1 Supplement and all investments made with such funds will be held by the Indenture Trustee in the Issuer Accounts as part of the Collateral as herein provided, subject to withdrawal by the Indenture Trustee for the purposes specified set forth herein. (c) Funds and other property in any of the Issuer Accounts will not be commingled with any other funds or property of the Issuer or the Indenture Trustee. The Indenture Trustee shall: (i) hold each Eligible Investment that constitutes investment property through a securities intermediary, which securities intermediary shall agree with the Indenture Trustee that (A) such investment property at all times shall be credited to a securities account of the Indenture Trustee, (B) all property credited to such securities account shall be treated as a financial asset, (C) such securities intermediary shall treat the Indenture Trustee as entitled to exercise the rights that comprise each financial asset credited to such securities account, (D) such securities intermediary shall comply with entitlement orders originated by the Indenture Trustee without the further consent of any other person or entity, (E) such securities intermediary shall not agree with any person or entity other than the Indenture Trustee to comply with entitlement orders originated by any person or entity other than the Indenture Trustee, (F) such securities account and all property credited thereto shall not be subject to any lien, security interest, right of set-off, or encumbrance in favor of such securities intermediary or anyone claiming through such securities intermediary (other than the Indenture Trustee), (G) such agreement between such securities intermediary and the Indenture Trustee shall be governed by the laws of the State of New York, and (H) the State of New York shall be the securities intermediary's jurisdiction for purposes of the UCC; and (ii) maintain possession of each other Eligible Investment not described in clause (i) above in the State of New York separate and apart from all other property held by the Indenture Trustee; provided that, other than following an Event of Default and acceleration pursuant to Section 602 of the Indenture, no Eligible Investment shall be disposed of prior to its maturity. Notwithstanding any other provision of the Indenture or this Asset Pool 1 Supplement, the Indenture Trustee shall not hold any Eligible Investment through an agent except as expressly permitted by this Section 4.2(c). Each term used in this Section 4.2(c) and defined in the New York UCC shall have the meaning set forth in the New York UCC. (d) On the applicable Note Transfer n each Distribution Date, all interest and earnings (net of losses and investment expenses) accrued since the preceding Distribution Date on funds credited to on deposit in the Issuer Accounts Collection Account will be treated as Asset Pool 1 Finance Charge Amounts and applied as specified in the related Indenture Supplementpursuant to Section 3.2(a) for such Distribution Date. Unless otherwise stated in the related Indenture Supplement, for purposes of determining the availability of funds or the balance in the Issuer Accounts for any reason under this Indenture Asset Pool 1 Supplement or any Indenture Supplement, investment earnings on such funds shall be deemed not to be available or on deposit. Subject to subsection 8.01(d)Section 701(d) of the Indenture, the Indenture Trustee will not in any way be held liable by reason of any insufficiency in such Issuer Accounts resulting from any loss on any Eligible Investment included therein; provided, however, that nothing herein shall protect therein except for losses attributable to the Indenture Trustee, in its commercial capacity and not as trustee, from being held liable for the 's failure to make payments on any such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor on such Eligible Investments and not as trusteecapacity, in accordance with their terms. (e) Funds credited to on deposit in the Issuer Accounts will be invested and reinvested by the Indenture Trustee, Trustee to the fullest extent practicable, in such manner as the Indenture Trustee will from time to time determine; provided, howeverbut only in one or more Eligible Investments, that such funds shall remain uninvested upon the occurrence of any of the following events: (i) the Issuer (or its agent appointed pursuant to paragraph (a) above) shall have failed to give investment directions to the Indenture Trustee, in which case the Indenture Trustee shall invest and reinvest funds on deposit in the Issuer Amounts in accordance with the instruction letter provided to the Indenture Trustee by the Issuer on the date hereof; or (ii) an Event of Default shall have occurred and is continuing but no Notes shall have been declared due and payable pursuant to Section 7.02.602 of the Indenture. [END OF ARTICLE IV]

Investment of Funds in the Issuer Accounts. (a) Funds credited to on deposit in the Issuer Accounts will (unless otherwise stated in this Indenture or the applicable Indenture Supplement) be invested and reinvested by the Indenture Trustee at the written direction of the Issuer (or its agents appointed as provided below) in one or more Eligible Investments, which written direction shall be provided to the Indenture Trustee not later than 10:30 a.m. (New York City time) on the date such investment is to be made. The Issuer may appoint as its agent under a separate agreement a registered investment advisor and authorize such agent to give instructions, which may be provided to the Indenture Trustee through S.W.I.F.T., on behalf of the Issuer to the Indenture Trustee for funds to be invested and reinvested in one or more Eligible Investments. The Issuer shall provide the Indenture Trustee with a written direction certifying any such appointment. The Indenture Trustee shall be entitled to conclusively rely on, and shall be protected in acting upon, instructions, which may be provided to the Indenture Trustee through S.W.I.F.T., received from such agent on behalf of the Issuer. The Issuer (or its agent appointed pursuant to the preceding sentence) may authorize the Indenture Trustee to make specific investments pursuant to written instructions, in such amounts as the Issuer will specify. Notwithstanding the foregoing, funds held by the Indenture Trustee in any of the Issuer Accounts will be invested in Eligible Investments that will mature so that in each case no later than the date on which such funds shall in the Issuer Accounts are scheduled to be available transferred or distributed by the Indenture Trustee pursuant to this Asset Pool One Supplement (or as necessary to provide for withdrawal timely payment of principal or interest on or prior to the following Note Transfer applicable Payment Date). (b) All funds deposited from time to time credited to in the Issuer Accounts pursuant to this Indenture Asset Pool One Supplement and all investments made with such funds will be held by the Indenture Trustee in the Issuer Accounts as part of the Collateral as herein provided, subject to withdrawal by the Indenture Trustee for the purposes specified set forth herein. (c) Funds and other property in any of the Issuer Accounts will not be commingled with any other funds or property of the Issuer or the Indenture Trustee. The Indenture Trustee shall: (i) hold each Eligible Investment that constitutes investment property through a securities intermediary, which securities intermediary shall agree with the Indenture Trustee that (A) such investment property at all times shall be credited to a securities account of the Indenture Trustee, (B) all property credited to such securities account shall be treated as a financial asset, (C) such securities intermediary shall treat the Indenture Trustee as entitled to exercise the rights that comprise each financial asset credited to such securities account, (D) such securities intermediary shall comply with entitlement orders originated by the Indenture Trustee without the further consent of any other person or entity, (E) such securities intermediary shall not agree with any person or entity other than the Indenture Trustee to comply with entitlement orders originated by any person or entity other than the Indenture Trustee, (F) such securities account and all property credited thereto shall not be subject to any lien, security interest, right of set-off, or encumbrance in favor of such securities intermediary or anyone claiming through such securities intermediary (other than the Indenture Trustee), (G) such agreement between such securities intermediary and the Indenture Trustee shall be governed by the laws of the State of New York, and (H) the State of New York shall be the securities intermediary's jurisdiction for purposes of the UCC; and (ii) maintain possession of each other Eligible Investment not described in clause (i) above in the State of New York separate and apart from all other property held by the Indenture Trustee; provided that, other than following an Event of Default and acceleration pursuant to Section 602 of the Indenture, no Eligible Investment shall be disposed of prior to its maturity. Notwithstanding any other provision of the Indenture or this Asset Pool One Supplement, the Indenture Trustee shall not hold any Eligible Investment through an agent except as expressly permitted by this Section 4.2(c). Each term used in this Section 4.2(c) and defined in the New York UCC shall have the meaning set forth in the New York UCC. (d) On the applicable Note Transfer each Distribution Date, all interest and earnings (net of losses and investment expenses) accrued since the preceding Distribution Date on funds credited to on deposit in the Issuer Accounts Collection Account will be treated as Asset Pool One Finance Charge Amounts and applied as specified in the related Indenture Supplementpursuant to Section 3.2(a) for such Distribution Date. Unless otherwise stated in the related Indenture Supplement, for purposes of determining the availability of funds or the balance in the Issuer Accounts for any reason under this Indenture Asset Pool One Supplement or any Indenture Supplement, investment earnings on such funds shall be deemed not to be available or on deposit. Subject to subsection 8.01(d)Section 701(d) of the Indenture, the Indenture Trustee will not in any way be held liable by reason of any insufficiency in such Issuer Accounts resulting from any loss on any Eligible Investment included therein; provided, however, that nothing herein shall protect therein except for losses attributable to the Indenture Trustee, in its commercial capacity and not as trustee, from being held liable for the 's failure to make payments on any such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor on such Eligible Investments and not as trusteecapacity, in accordance with their terms. (e) Funds credited to on deposit in the Issuer Accounts will be invested and reinvested by the Indenture Trustee, Trustee to the fullest extent practicable, in such manner as the Indenture Trustee will from time to time determine; provided, howeverbut only in one or more Eligible Investments, that such funds shall remain uninvested upon the occurrence of any of the following events: (i) the Issuer (or its agent appointed pursuant to paragraph (a) above) shall will have failed to give investment directions to the Indenture Trustee, in which case the Indenture Trustee shall invest and reinvest funds on deposit in the Issuer Amounts in accordance with the instruction letter provided to the Indenture Trustee by the Issuer on the date hereof; or (ii) an Event of Default shall will have occurred and is continuing but no Notes have been declared due and payable pursuant to Section 7.02.602 of the Indenture. [END OF ARTICLE IV]

Investment of Funds in the Issuer Accounts. (a) Funds If specified in the applicable Indenture Supplement, funds credited to the Issuer Accounts will (unless otherwise stated in this Indenture or the applicable Indenture Supplement) may be invested and reinvested by the Indenture Trustee at the written direction of the Issuer (or its agents appointed as provided below) in one or more Eligible Investments, which written direction shall be provided to the Indenture Trustee not Investments that will mature in each case no later than 10:30 a.m. (New York City time) on the Business Day preceding the date on which such investment is funds in the Issuer Accounts are scheduled to be made. The Issuer may appoint as its agent under a separate agreement a registered investment advisor and authorize such agent to give instructions, which may be provided to the Indenture Trustee through S.W.I.F.T., on behalf of the Issuer to the Indenture Trustee for funds to be invested and reinvested in one transferred or more Eligible Investments. The Issuer shall provide the Indenture Trustee with a written direction certifying any such appointment. The Indenture Trustee shall be entitled to conclusively rely on, and shall be protected in acting upon, instructions, which may be provided to the Indenture Trustee through S.W.I.F.T., received from such agent on behalf of the Issuer. The Issuer (or its agent appointed pursuant to the preceding sentence) may authorize the Indenture Trustee to make specific investments pursuant to written instructions, in such amounts as the Issuer will specify. Notwithstanding the foregoing, funds held distributed by the Indenture Trustee in any pursuant to this Indenture (or as necessary to provide for timely payment of principal or interest on the Issuer Accounts will be invested in Eligible Investments that will mature so that such funds shall be available for withdrawal on or prior to the following Note Transfer applicable Payment Date). (b) All funds from time to time credited to the Issuer Accounts pursuant to this Indenture and all investments made with such funds funds, if any, will be held by the Indenture Trustee in the Issuer Accounts as part of the Collateral as herein provided, subject to withdrawal by the Indenture Trustee for the purposes specified herein. (c) Funds and other property in any of the Issuer Accounts will not be commingled with any other funds or property of the Issuer or the Indenture Trustee. (d) On the applicable Note Transfer Date, all interest and earnings (net of losses and investment expenses) ), if any, on funds credited to the Issuer Accounts will be applied as specified in the related Indenture SupplementSupplements. Unless otherwise stated in the related Indenture Supplement, for purposes of determining the availability of funds or the balance in the any Issuer Accounts Account for any reason under this Indenture or any Indenture Supplement, investment earnings on such funds funds, if any, shall be deemed not to be available or on deposit. Subject to subsection Section 8.01(d), the Indenture Trustee will not in any way be held liable by reason of any insufficiency in such Issuer Accounts resulting from any loss on any Eligible Investment included therein; provided, however, that nothing herein shall protect therein except for losses attributable to the Indenture Trustee, in its commercial capacity and not as trustee, from being held liable for the ’s own failure to make payments on any such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor on such Eligible Investments and not as trusteecapacity, in accordance with their terms. (e) Funds If specified in the applicable Indenture Supplement, funds credited to the Issuer Accounts will be invested and reinvested by the Indenture Trustee, to the fullest extent practicable, in such manner as the Indenture Trustee will from time to time determine; provided, however, that such funds shall remain uninvested investments described in clause (b) of “Eligible Investments,” upon the occurrence of any of the following events: (i) the Issuer (or its agent appointed pursuant to paragraph (a) above) shall will have failed to give investment directions to the Indenture Trustee; or (ii) an Event of Default shall will have occurred and is continuing but no Notes have been declared due and payable pursuant to Section 7.02.

Investment of Funds in the Issuer Accounts. (a) Funds credited to the Issuer Accounts will (unless otherwise stated in this Indenture or the applicable Indenture Supplement) be invested and reinvested by the Indenture Trustee at the written direction of the Issuer (or its agents appointed as provided below) in one or more Eligible Investments, which written direction shall be provided to the Indenture Trustee not later than 10:30 a.m. (New York City time) on the date such investment is to be made. The Issuer may appoint as its agent under a separate agreement a registered investment advisor and authorize such agent to give instructions, which may be provided to the Indenture Trustee through S.W.I.F.T., on behalf of the Issuer to the Indenture Trustee for funds to be invested and reinvested in one or more Eligible Investments. The Issuer shall provide the Indenture Trustee with a written direction certifying any such appointment. The Indenture Trustee shall be entitled to conclusively rely on, and shall be protected in acting upon, instructions, which may be provided to the Indenture Trustee through S.W.I.F.T., received from such agent on behalf of the Issuer. The Issuer (or its agent appointed pursuant to the preceding sentence) may authorize the Indenture Trustee to make specific investments pursuant to written instructions, in such amounts as the Issuer will specify. Notwithstanding the foregoing, funds held by the Indenture Trustee in any of the Issuer Accounts will be invested in Eligible Investments that will mature so that such funds shall be available for withdrawal on or prior to the following Note Transfer Date. (ba) All funds from time to time credited to the Issuer Accounts pursuant to this Indenture and all investments made with such funds will be held by the Indenture Trustee in the Issuer Accounts as part of the Collateral as herein provided, subject to withdrawal by the Indenture Trustee for the purposes specified herein. (cb) Funds and other property in any of the Issuer Accounts will not be commingled with any other funds or property of the Issuer or the Indenture Trustee. (dc) On the applicable Note Transfer Date, all interest and earnings (net of losses and investment expenses) on funds credited to the Issuer Accounts will be applied as specified in the related Indenture Supplement. Unless otherwise stated in the related Indenture Supplement, for purposes of determining the availability of funds or the balance in the Issuer Accounts for any reason under this Indenture or any Indenture Supplement, investment earnings on such funds shall be deemed not to be available or on deposit. Subject to subsection 8.01(d), the Indenture Trustee will not in any way be held liable by reason of any insufficiency in such Issuer Accounts resulting from any loss on any Eligible Investment included therein; provided, however, that nothing herein shall protect therein except for losses attributable to the Indenture Trustee, in its commercial capacity and not as trustee, from being held liable for the ’s own failure to make payments on any such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor on such Eligible Investments and not as trusteecapacity, in accordance with their terms. (ed) Funds credited to the Issuer Accounts will be invested and reinvested by the Indenture Trustee, to the fullest extent practicable, in such manner as the Indenture Trustee will from time to time determine; provided, however, that but such funds shall remain uninvested upon the occurrence of any of the following events: (i) the Issuer (or its agent appointed pursuant to paragraph (a) above) shall will have failed to give investment directions to the Indenture Trustee; or (ii) an Event of Default shall will have occurred and is continuing but no Notes have been declared due and payable pursuant to Section 7.02.

Investment of Funds in the Issuer Accounts. (a) Funds credited to the Issuer Accounts will (unless otherwise stated in this Indenture or the applicable Indenture Supplement) be invested and reinvested by the Indenture Trustee at the written direction of the Issuer (or its agents appointed as provided below) in one or more Eligible Investments, which written direction shall be provided to the Indenture Trustee not later than 10:30 a.m. (New York City time) on the date such investment is to be made. The Issuer may appoint as its agent under a separate agreement a registered investment advisor and authorize such agent to give instructions, which may be provided to the Indenture Trustee through S.W.I.F.T., on behalf of the Issuer to the Indenture Trustee for funds to be invested and reinvested in one or more Eligible Investments. The Issuer shall provide the Indenture Trustee with a written direction certifying any such appointment. The Indenture Trustee shall be entitled to conclusively rely on, and shall be protected in acting upon, instructions, which may be provided to the Indenture Trustee through S.W.I.F.T., received from such agent on behalf of the Issuer. The Issuer (or its agent appointed pursuant to the preceding sentence) may authorize the Indenture Trustee to make specific investments pursuant to written instructions, in such amounts as the Issuer will specify. Notwithstanding the foregoing, funds held by the Indenture Trustee in any of the Issuer Accounts will be invested in Eligible Investments that will mature so that in each case no later than the date on which such funds shall in the Issuer Accounts are scheduled to be available transferred or distributed by the Indenture Trustee pursuant to this Indenture (or as necessary to provide for withdrawal timely payment of principal or interest on or prior to the following Note Transfer applicable Payment Date). (b) All funds from time to time credited to the Issuer Accounts pursuant to this Indenture and all investments made with such funds will be held by the Indenture Trustee in the Issuer Accounts as part of the Collateral as herein provided, subject to withdrawal by the Indenture Trustee for the purposes specified herein. (c) Funds and other property in any of the Issuer Accounts will not be commingled with any other funds or property of the Issuer or the Indenture Trustee. (d) On the applicable Note Transfer Date, all interest and earnings (net of losses and investment expenses) on funds credited to the Issuer Accounts will be applied as specified in the related Indenture Supplement. Unless otherwise stated in the related Indenture Supplement, for purposes of determining the availability of funds or the balance in the Issuer Accounts for any reason under this Indenture or any Indenture Supplement, investment earnings on such funds shall be deemed not to be available or on deposit. Subject to subsection 8.01(d), the Indenture Trustee will not in any way be held liable by reason of any insufficiency in such Issuer Accounts resulting from any loss on any Eligible Investment included therein; provided, however, that nothing herein shall protect therein except for losses attributable to the Indenture Trustee, in its commercial capacity and not as trustee, from being held liable for the ’s own failure to make payments on any such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor on such Eligible Investments and not as trusteecapacity, in accordance with their terms. (e) Funds credited to the Issuer Accounts will be invested and reinvested by the Indenture Trustee, to the fullest extent practicable, in such manner as the Indenture Trustee will from time to time determine; provided, howeverbut only in BNY Cash Reserves, that such funds shall remain uninvested upon the occurrence of any of the following events: (i) the Issuer (or its agent appointed pursuant to paragraph (a) above) shall will have failed to give investment directions to the Indenture Trustee; or (ii) an Event of Default shall will have occurred and is continuing but no Notes have been declared due and payable pursuant to Section 7.02.

Investment of Funds in the Issuer Accounts. (a) Funds credited to the Issuer Accounts will may (unless otherwise stated in this Indenture or the applicable Indenture Supplement) be invested and reinvested by the Indenture Trustee at the written direction of the Issuer (or its agents appointed as provided below) in one or more Eligible Investments, which written direction shall be provided to the Indenture Trustee not later than 10:30 a.m. (New York City time) on the date such investment is to be made. The Issuer may appoint as its agent under a separate agreement a registered investment advisor and authorize such agent to give instructions, which may be provided to the Indenture Trustee through S.W.I.F.T., on behalf of the Issuer to the Indenture Trustee for funds to be invested and reinvested in one or more Eligible Investments. The Issuer shall provide the Indenture Trustee with a written direction certifying any such appointment. The Indenture Trustee shall be entitled to conclusively rely on, and shall be protected in acting upon, instructions, which may be provided to the Indenture Trustee through S.W.I.F.T., received from such agent on behalf of the Issuer. The Issuer (or its agent appointed pursuant to the preceding sentence) may authorize the Indenture Trustee to make specific investments pursuant to written instructionsinstructions received from the Servicer, in such amounts as the Issuer will specifyspecified in such written instructions. Notwithstanding the foregoing, funds held by the Indenture Trustee in any of the Issuer Accounts will be invested in Eligible Investments that will mature so that in each case no later than the Business Day preceding the date on which such funds shall in the Issuer Accounts are scheduled to be available transferred or distributed by the Indenture Trustee pursuant to this Indenture (or as necessary to provide for withdrawal timely payment of principal or interest on or prior to the following Note Transfer applicable Payment Date). (b) All funds from time to time credited to the Issuer Accounts pursuant to this Indenture and all investments made with such funds funds, if any, will be held by the Indenture Trustee in the Issuer Accounts as part of the Collateral as herein provided, subject to withdrawal by the Indenture Trustee for the purposes specified herein. (c) Funds and other property in any of the Issuer Accounts will not be commingled with any other funds or property of the Issuer or the Indenture Trustee. (d) On the applicable Note Transfer Date, all interest and earnings (net of losses and investment expenses) ), if any, on funds credited to the Issuer Accounts will be applied as specified in the related Indenture SupplementSupplements. Unless otherwise stated in the related Indenture Supplement, for purposes of determining the availability of funds or the balance in the any Issuer Accounts Account for any reason under this Indenture or any Indenture Supplement, investment earnings on such funds funds, if any, shall be deemed not to be available or on deposit. Subject to subsection Section 8.01(d), the Indenture Trustee will not in any way be held liable by reason of any insufficiency in such Issuer Accounts resulting from any loss on any Eligible Investment included therein; provided, however, that nothing herein shall protect therein except for losses attributable to the Indenture Trustee, in its commercial capacity and not as trustee, from being held liable for the ’s own failure to make payments on any such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor on such Eligible Investments and not as trusteecapacity, in accordance with their terms. (e) Funds credited to the Issuer Accounts will be invested and reinvested by the Indenture Trustee, to the fullest extent practicable, in such manner as the Indenture Trustee will from time to time determine; provided, however, that such funds shall remain uninvested investments described in clause (b) of “Eligible Investments,” upon the occurrence of any of the following events: (i) the Issuer (or its agent appointed pursuant to paragraph (a) above) shall will have failed to give investment directions to the Indenture Trustee; or (ii) an Event of Default shall will have occurred and is continuing but no Notes have been declared due and payable pursuant to Section 7.02.

Investment of Funds in the Issuer Accounts. (a) Funds credited to the Issuer Accounts will (unless otherwise stated in this Indenture or the applicable Indenture Supplement) be invested and reinvested by the Indenture Trustee at the written direction of the Issuer (or its agents appointed as provided below) Servicer in one or more Eligible Investments, which written direction shall be provided to the Indenture Trustee not later than 10:30 a.m. (New York City time) on the date such investment is to be made. The Issuer Servicer may appoint as its agent under a separate agreement a registered investment advisor and authorize such agent to give instructions, which may be provided to the Indenture Trustee through S.W.I.F.T., instructions on behalf of the Issuer Servicer to the Indenture Trustee for funds to be invested and reinvested in one or more Eligible Investments. The Issuer Servicer shall provide the Indenture Trustee with a written direction certifying any such appointment. The Indenture Trustee shall be entitled to conclusively rely on, and shall be protected in acting upon, instructions, which may be provided to the Indenture Trustee through S.W.I.F.T., instructions received from such agent on behalf of the IssuerServicer. The Issuer Servicer (or its agent appointed pursuant to the preceding sentence) may authorize the Indenture Trustee to make specific investments pursuant to written instructions, in such amounts as the Issuer will specify. Notwithstanding the foregoing, funds held by the Indenture Trustee in any of the Issuer Accounts will be invested in Eligible Investments that will mature so that such funds shall be available for withdrawal on or prior to the following Note Transfer Date. (b) All funds from time to time credited to the Issuer Accounts pursuant to this Indenture and all investments made with such funds funds, if any, will be held by the Indenture Trustee in the Issuer Accounts as part of the Collateral as herein provided, subject to withdrawal by the Indenture Trustee for the purposes specified herein. (c) Funds and other property in any of the Issuer Accounts will not be commingled with any other funds or property of the Issuer or the Indenture Trustee. (d) On the applicable Note Transfer Date, all interest and earnings (net of losses and investment expenses) ), if any, on funds credited to the Issuer Accounts will be applied as specified in the related Indenture Supplement. Unless otherwise stated in the related Indenture Supplement, for purposes of determining the availability of funds or the balance in the Issuer Accounts for any reason under this Indenture or any Indenture Supplement, investment earnings on such funds funds, if any, shall be deemed not to be available or on deposit. Subject to subsection 8.01(d), the Indenture Trustee will not in any way be held liable by reason of any insufficiency in such Issuer Accounts resulting from any loss on any Eligible Investment included therein; provided, however, that nothing herein shall protect the Indenture Trustee, in its commercial capacity and not as trustee, from being held liable for the failure to make payments on any such Eligible Investments issued by the Indenture Trustee, in its commercial capacity as principal obligor on such Eligible Investments and not as trustee, in accordance with their terms. (e) Funds credited to the Issuer Accounts will be invested and reinvested by the Indenture Trustee, to Trustee as provided in the fullest extent practicable, in such manner as written direction of the Indenture Trustee will from time to time determineServicer; provided, however, that such funds shall remain uninvested upon the occurrence of any of the following events: (i) the Issuer Servicer (or its agent appointed pursuant to paragraph (a) above) shall have failed to give investment directions to the Indenture Trustee; or (ii) an Event of Default shall have occurred and is continuing but no Notes have been declared due and payable pursuant to Section 7.02.