Common use of Money for Certificate Payments to Be Held in Trust Clause in Contracts

Money for Certificate Payments to Be Held in Trust. (a) All moneys deposited with any Paying Agent for the purpose of any payment on Certificates of any Class shall be deposited and held in trust for the benefit of the Certificateholders of such Class entitled to such payment, subject to the provisions of this Section. Moneys so deposited and held in trust shall constitute a separate trust fund for the benefit of the Class of Certificateholders with respect to which such money was deposited. The Certificate Trustee may at any time, for the purpose of obtaining the satisfaction and discharge of this Certificate Indenture or for any other purpose, direct any Paying Agent to pay to the Certificate Trustee all sums held in trust by such Paying Agent, such sums to be held by the Certificate Trustee upon the same trusts as those upon which such sums were held by such Paying Agent; and, upon such payment by any Paying Agent to the Certificate Trustee, such Paying Agent shall be released from all further liability with respect to such money. (b) The Certificate Trustee will cause each Paying Agent other than the Certificate Trustee to execute and deliver to the Certificate Trustee an instrument in which such Paying Agent shall agree with the Certificate Trustee (and, if the Certificate Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will: (i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided and pay such sums to such Persons as herein provided; (ii) give the Certificate Trustee notice of any default under this Certificate Indenture of which it has actual knowledge in the making of any payment required to be made by the Certificate Issuer (or any other obligor on the Certificates) with respect to the Certificates; (iii) at any time during the continuance of such default, upon the written request of the Certificate Trustee, forthwith pay to the Certificate Trustee all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet the standards required to be met by a Paying Agent at the time of its appointment; and (iv) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith.

Money for Certificate Payments to Be Held in Trust. (a) All -------------------------------------------------- moneys deposited with any Paying Agent for the purpose of any payment on Certificates of any Class shall be deposited and held in trust for the benefit of the Certificateholders of such Class entitled to such payment, subject to the provisions of this Section. Moneys so deposited and held in trust shall constitute a separate trust fund for the benefit of the Class of Certificateholders with respect to which such money was deposited. The Certificate Trustee may at any time, for the purpose of obtaining the satisfaction and discharge of this Certificate Indenture Trust Agreement or for any other purpose, direct any Paying Agent to pay to the Certificate Trustee all sums held in trust by such Paying Agent, such sums to be held by the Certificate Trustee upon the same trusts as those upon which such sums were held by such Paying Agent; and, upon such payment by any Paying Agent to the Certificate Trustee, such Paying Agent shall be released from all further liability with respect to such money. (b) The Certificate Trustee will cause each Paying Agent other than the Certificate Trustee to execute and deliver to the Certificate Trustee an instrument in which such Paying Agent shall agree with the Certificate Trustee (and, if the Certificate Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will: (i) hold all sums held by it for the payment of amounts due with respect to the Certificates Notes in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided and pay such sums to such Persons as herein provided; (ii) give the Certificate Trustee notice of any default under this Certificate Indenture the Notes of which it has actual knowledge (or any other obligor on the Certificates) in the making of any payment required to be made by the Certificate Issuer (or any other obligor on the Certificates) with respect to the Certificates; (iii) at any time during the continuance of such default, upon the written request of the Certificate Trustee, forthwith pay to the Certificate Trustee all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet the standards required to be met by a Paying Agent at the time of its appointment; and (iv) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith.

Money for Certificate Payments to Be Held in Trust. (a) All moneys deposited with any Paying Agent for the purpose of any payment on Certificates of any Class series shall be deposited and held in trust for the benefit of the Certificateholders of such Class entitled to such payment, subject to the provisions of this Section. Moneys so deposited and held in trust shall constitute a separate trust fund for the benefit of the Class of Certificateholders with respect to which such money was deposited. The Certificate Trustee will cause each Paying Agent other than the Trustee to execute and deliver to it an instrument in which such Paying Agent shall agree with the Trustee, subject to the provisions of this Section, that such Paying Agent will (1) hold all sums held by it for payments on Certificates of any series in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided; (2) give the Trustee notice of any default by any obligor upon the Certificates of any series in the making of any such payment; and (3) at any time during the continuance of any such default, upon the written request of the Trustee, forthwith pay to the Trustee all sums so held in trust by such Paying Agent. The Trustee may at any time, for the purpose of obtaining the satisfaction and discharge of this Certificate Indenture Basic Agreement or for any other purpose, direct any Paying Agent to pay to the Certificate Trustee all sums held in trust by such Paying Agent, such sums to be held by the Certificate Trustee upon the same trusts as those upon which such sums were held by such Paying Agent; and, upon such payment by any Paying Agent to the Certificate Trustee, such Paying Agent shall be released from all further liability with respect to such money. (b) The Certificate Trustee will cause each Paying Agent other than the Certificate Trustee to execute and deliver to the Certificate Trustee an instrument in which such Paying Agent shall agree with the Certificate Trustee (and, if the Certificate Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will: (i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided and pay such sums to such Persons as herein provided; (ii) give the Certificate Trustee notice of any default under this Certificate Indenture of which it has actual knowledge in the making of any payment required to be made by the Certificate Issuer (or any other obligor on the Certificates) with respect to the Certificates; (iii) at any time during the continuance of such default, upon the written request of the Certificate Trustee, forthwith pay to the Certificate Trustee all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet the standards required to be met by a Paying Agent at the time of its appointment; and (iv) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith.

Money for Certificate Payments to Be Held in Trust. (a) All moneys deposited with any Paying Agent for the purpose of any payment on Certificates of any Class shall be deposited and held in trust for the benefit of the Certificateholders Holders of such Class the Certificates entitled to such payment, subject to the provisions of this Section. Moneys so deposited and held in trust shall constitute a separate trust fund for the benefit of the Class Holders of Certificateholders the Certificates with respect to which such money was deposited. The Certificate Trustee will cause each Paying Agent other than the Trustee to execute and deliver to it an instrument in which such Paying Agent shall agree with the Trustee, subject to the provisions of this Section, that such Paying Agent will: (1) hold all sums held by it for payments on Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided; (2) give the Trustee notice of any default by any obligor upon the Certificates in the making of any such payment; and (3) at any time during the continuance of any such default, upon the written request of the Trustee, forthwith pay to the Trustee all sums so held in trust by such Paying Agent. The Trustee may at any time, for the purpose of obtaining the satisfaction and discharge of this Certificate Indenture Trust Agreement or for any other purpose, direct any Paying Agent to pay to the Certificate Trustee all sums held in trust by such Paying Agent, such sums to be held by the Certificate Trustee upon the same trusts as those upon which such sums were held by such Paying Agent; and, upon such payment by any Paying Agent to the Certificate Trustee, such Paying Agent shall be released from all further liability with respect to such money. (b) The Certificate Trustee will cause each Paying Agent other than the Certificate Trustee to execute and deliver to the Certificate Trustee an instrument in which such Paying Agent shall agree with the Certificate Trustee (and, if the Certificate Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will: (i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided and pay such sums to such Persons as herein provided; (ii) give the Certificate Trustee notice of any default under this Certificate Indenture of which it has actual knowledge in the making of any payment required to be made by the Certificate Issuer (or any other obligor on the Certificates) with respect to the Certificates; (iii) at any time during the continuance of such default, upon the written request of the Certificate Trustee, forthwith pay to the Certificate Trustee all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet the standards required to be met by a Paying Agent at the time of its appointment; and (iv) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith.

Money for Certificate Payments to Be Held in Trust. (a) All moneys deposited with any Paying Agent for the purpose of any payment on Certificates of any Class shall be deposited and held in trust for the benefit of the Certificateholders of such Class entitled to such payment, subject to the provisions of this SectionSection 7.13. Moneys so deposited and held in trust shall constitute a separate trust fund for the benefit of the Class of Certificateholders with respect to which such money was deposited. . (b) The Certificate Pass Through Trustee will cause each Paying Agent other than the Pass Through Trustee to execute and deliver to it an instrument in which such Paying Agent shall agree with the Pass Through Trustee, subject to the provisions of this Section 7.13, that such Paying Agent will: (1) hold all sums held by it for payments on Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided; (2) give the Pass Through Trustee notice in writing of any default by any obligor upon the Certificates in the making of any such payment; and (3) at any time during the continuance of any such default, upon the written request of the Pass Through Trustee, forthwith pay to the Pass Through Trustee all sums so held in trust by such Paying Agent. (c) The Pass Through Trustee may at any time, for the purpose of obtaining the satisfaction and discharge of this Certificate Indenture Agreement or for any other purpose, direct any Paying Agent to pay to the Certificate Pass Through Trustee all sums held in trust by such Paying Agent, such sums to be held by the Certificate Pass Through Trustee upon the same trusts as those upon which such sums were held by such Paying Agent; and, upon such payment by any Paying Agent to the Certificate Pass Through Trustee, such Paying Agent shall be released from all further liability with respect to such money. (b) The Certificate Trustee will cause each Paying Agent other than the Certificate Trustee to execute and deliver to the Certificate Trustee an instrument in which such Paying Agent shall agree with the Certificate Trustee (and, if the Certificate Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will: (i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided and pay such sums to such Persons as herein provided; (ii) give the Certificate Trustee notice of any default under this Certificate Indenture of which it has actual knowledge in the making of any payment required to be made by the Certificate Issuer (or any other obligor on the Certificates) with respect to the Certificates; (iii) at any time during the continuance of such default, upon the written request of the Certificate Trustee, forthwith pay to the Certificate Trustee all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet the standards required to be met by a Paying Agent at the time of its appointment; and (iv) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith.

Money for Certificate Payments to Be Held in Trust. (a) All -------------------------------------------------- moneys deposited with any Paying Agent for the purpose of any payment on Certificates of any Class series shall be deposited and held in trust for the benefit of the Certificateholders of such Class entitled to such payment, subject to the provisions of this Section. Moneys so deposited and held in trust shall constitute a separate trust fund for the benefit of the Class of Certificateholders with respect to which such money was deposited. The Certificate Trustee will cause each Paying Agent other than the Trustee to execute and deliver to it an instrument in which such Paying Agent shall agree with the Trustee, subject to the provisions of this Section, that such Paying Agent will (1) hold all sums held by it for payments on Certificates of any series in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided; (2) give the Trustee notice of any default by any obligor upon the Certificates of any series in the making of any such payment; and (3) at any time during the continuance of any such default, upon the written request of the Trustee, forthwith pay to the Trustee all sums so held in trust by such Paying Agent. The Trustee may at any time, for the purpose of obtaining the satisfaction and discharge of this Certificate Indenture Basic Agreement or for any other purpose, direct any Paying Agent to pay to the Certificate Trustee all sums held in trust by such Paying Agent, such sums to be held by the Certificate Trustee upon the same trusts as those upon which such sums were held by such Paying Agent; and, upon such payment by any Paying Agent to the Certificate Trustee, such Paying Agent shall be released from all further liability with respect to such money. (b) The Certificate Trustee will cause each Paying Agent other than the Certificate Trustee to execute and deliver to the Certificate Trustee an instrument in which such Paying Agent shall agree with the Certificate Trustee (and, if the Certificate Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will: (i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided and pay such sums to such Persons as herein provided; (ii) give the Certificate Trustee notice of any default under this Certificate Indenture of which it has actual knowledge in the making of any payment required to be made by the Certificate Issuer (or any other obligor on the Certificates) with respect to the Certificates; (iii) at any time during the continuance of such default, upon the written request of the Certificate Trustee, forthwith pay to the Certificate Trustee all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet the standards required to be met by a Paying Agent at the time of its appointment; and (iv) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith.

Money for Certificate Payments to Be Held in Trust. (a) All moneys deposited with any Paying Agent for the purpose of any payment on Certificates of any Class Tranche shall be deposited and held in trust for the benefit of the Certificateholders of such Class Tranche entitled to such payment, subject to the provisions of this Section. Moneys so deposited and held in trust shall constitute a separate trust fund for the benefit of the Class of Certificateholders with respect to which such money was depositedSection 6.13. The Certificate Trustee may at any time, for the purpose of obtaining the satisfaction and discharge of this Certificate Indenture or for any other purpose, direct any Paying Agent to pay to the Certificate Trustee all sums held in trust by such Paying Agent, such sums to be held by the Certificate Trustee upon the same trusts as those upon which such sums were held by such Paying Agent; and, upon such payment by any Paying Agent to the Certificate Trustee, such Paying Agent shall be released from all further liability with respect to such money. (b) The Certificate Trustee will cause each Paying Agent other than the Certificate Trustee to execute and deliver to the Certificate Trustee an instrument in which such Paying Agent shall agree with the Certificate Trustee (and, if the Certificate Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will: (i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided and pay such sums to such Persons as herein provided; (ii) give the Certificate Trustee notice of any default under this Certificate Indenture of which it has actual knowledge in the making of any payment required to be made by the Certificate Issuer (or any other obligor on the Certificates) with respect to the Certificates; (iii) at any time during the continuance of such default, upon the written request of the Certificate Trustee, forthwith pay to the Certificate Trustee all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet the standards required to be met by a Paying Agent at the time of its appointment; and (iv) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith.

Money for Certificate Payments to Be Held in Trust. (a) All moneys deposited with any Paying Agent for the purpose of any payment on Certificates of any Class shall be deposited and held in trust for the benefit of the Certificateholders Holders of such Class the Certificates entitled to such payment, subject to the provisions of this Section. Moneys so deposited and held in trust shall constitute a separate trust fund for the benefit of the Class Holders of Certificateholders the Certificates with respect to which such money was deposited. The Certificate Pass-Through Trustee will cause each Paying Agent other than the Pass-Through Trustee to execute and deliver to it an instrument in which such Paying Agent shall agree with the Pass-Through Trustee, subject to the provisions of this Section, that such Paying Agent will (1) hold all sums held by it for payments on Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided; (2) give the Pass-Through Trustee notice in writing of any default by any obligor upon the Certificates in the making of any such payment; and (3) at any time during the continuance of any such default, upon the written request of the Pass-Through Trustee, forthwith pay to the Pass-Through Trustee all sums so held in trust by such Paying Agent. The Pass-Through Trustee may at any time, for the purpose of obtaining the satisfaction and discharge of this Certificate Indenture Pass-Through Trust Agreement or for any other purpose, direct any Paying Agent to pay to the Certificate Pass-Through Trustee all sums held in trust by such Paying Agent, such sums to be held by the Certificate Pass-Through Trustee upon the same trusts as those upon which such sums were held by such Paying Agent; and, upon such payment by any Paying Agent to the Certificate Pass-Through Trustee, such Paying Agent shall be released from all further liability with respect to such money. (b) The Certificate Trustee will cause each Paying Agent other than the Certificate Trustee to execute and deliver to the Certificate Trustee an instrument in which such Paying Agent shall agree with the Certificate Trustee (and, if the Certificate Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will: (i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided and pay such sums to such Persons as herein provided; (ii) give the Certificate Trustee notice of any default under this Certificate Indenture of which it has actual knowledge in the making of any payment required to be made by the Certificate Issuer (or any other obligor on the Certificates) with respect to the Certificates; (iii) at any time during the continuance of such default, upon the written request of the Certificate Trustee, forthwith pay to the Certificate Trustee all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet the standards required to be met by a Paying Agent at the time of its appointment; and (iv) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith.

Money for Certificate Payments to Be Held in Trust. (a) All moneys deposited with any Paying Agent for the purpose of any payment on Certificates of any Class shall be deposited in a non interest bearing account and held in trust for the benefit of the Certificateholders Holders of such Class the Certificates entitled to such payment, subject to the provisions of this SectionSection 7.13. Moneys so deposited and held in trust shall constitute a separate trust fund for the benefit of the Class Holders of Certificateholders the Certificates with respect to which such money was deposited. The Certificate Pass Through Trustee will cause each Paying Agent other than the Pass Through Trustee to execute and deliver to it an instrument in which such Paying Agent shall agree with the Pass Through Trustee, subject to the provisions of this Section 7.13, that such Paying Agent will: (1) hold all sums held by it for payments on Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided; (2) give the Pass Through Trustee notice in writing of any default by any obligor upon the Certificates in the making of any such payment; and (3) at any time during the continuance of any such default, upon the written request of the Pass Through Trustee, forthwith pay to the Pass Through Trustee all sums so held in trust by such Paying Agent. The Pass Through Trustee may at any time, for the purpose of obtaining the satisfaction and discharge of this Certificate Indenture Pass Through Trust Agreement or for any other purpose, direct any Paying Agent to pay to the Certificate Pass Through Trustee all sums held in trust by such Paying Agent, such sums to be held by the Certificate Pass Through Trustee upon the same trusts as those upon which such sums were held by such Paying Agent; and, upon such payment by any Paying Agent to the Certificate Pass Through Trustee, such Paying Agent shall be released from all further liability with respect to such money. (b) The Certificate Trustee will cause each Paying Agent other than the Certificate Trustee to execute and deliver to the Certificate Trustee an instrument in which such Paying Agent shall agree with the Certificate Trustee (and, if the Certificate Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will: (i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided and pay such sums to such Persons as herein provided; (ii) give the Certificate Trustee notice of any default under this Certificate Indenture of which it has actual knowledge in the making of any payment required to be made by the Certificate Issuer (or any other obligor on the Certificates) with respect to the Certificates; (iii) at any time during the continuance of such default, upon the written request of the Certificate Trustee, forthwith pay to the Certificate Trustee all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet the standards required to be met by a Paying Agent at the time of its appointment; and (iv) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith.

Money for Certificate Payments to Be Held in Trust. The Trustee agrees, and if there is any Paying Agent other than the Trustee, the Transferor will cause each Paying Agent other than the Trustee to execute and deliver to the Trustee an instrument in which such Paying Agent shall agree with the Trustee that, subject to the provisions of this Section, such Paying Agent will: (a) All moneys deposited with any Paying Agent hold all sums held by it for the purpose payment of any payment principal or interest on Certificates of any Class shall be deposited and held in trust for the benefit of the Certificateholders of entitled thereto until such Class entitled sums shall be paid to such paymentPersons or otherwise disposed of as herein provided; (b) give the Trustee, subject the Bond Insurer and the Certificateholders notice of any Default by the Transferor (or any other obligor upon the Certificates) in the making of any payment of principal or interest; and (c) at any time during the continuance of any such Default, upon the written request of the Trustee, forthwith pay to the provisions of this Section. Moneys Trustee all sums so deposited and held in trust shall constitute a separate trust fund for the benefit of the Class of Certificateholders with respect to which by such money was depositedPaying Agent. The Certificate Trustee Transferor may at any time, for the purpose of obtaining the satisfaction and discharge of this Certificate Indenture Agreement or for any other purpose, pay, or by Transferor Order direct any Paying Agent to pay pay, to the Certificate Trustee all sums held in trust by such Paying Agent, such sums to be held by the Certificate Trustee upon the same trusts as those upon which such sums were held by such Paying Agent; and, upon such payment by any Paying Agent to the Certificate Trustee, such Paying Agent shall be released from all further liability with respect to such money. (b) The Certificate . Any money deposited with the Trustee will cause each or any Paying Agent other than the Certificate Trustee to execute and deliver to the Certificate Trustee an instrument in which such Paying Agent shall agree with the Certificate Trustee (and, if the Certificate Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will: (i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided and pay such sums to such Persons as herein provided; (ii) give the Certificate Trustee notice of any default under this Certificate Indenture of which it has actual knowledge in the making of any payment required to be made by the Certificate Issuer (or any other obligor on the Certificates) with respect to the Certificates; (iii) at any time during the continuance of such default, upon the written request of the Certificate Trustee, forthwith pay to the Certificate Trustee all sums held by it in trust for the payment of the Certificates if at principal or interest on any time it ceases Certificate and remaining unclaimed for three years after such principal or interest has become due and payable shall be paid to meet the standards required Transferor; and the Holder of such Certificate shall thereafter, as an unsecured general creditor, and subject to be met by a any applicable statute of limitations, look only to the Transferor for payment thereof, and all liability of the Trustee, the Bond Insurer or such Paying Agent at the time of its appointment; and (iv) comply with all requirements of the Code with respect to such trust money or the withholding related Certificate shall thereupon cease; provided, however, that the Trustee or such Paying Agent, before being required to make any such repayment, may at the expense of the Transferor cause to be published once, in a newspaper published in the English language, customarily published on each Business Day and of general circulation in the city in which the Corporate Trust Office is located, notice that such money remains unclaimed and that, after a date specified therein, which shall not be less than 30 days from the date of such publication, any payments unclaimed balance of such money then remaining will be repaid to the Transferor; and, provided, further, that any amounts held that are proceeds of a claim made by it on under any Certificates Policy shall be returned to the Bond Insurer, and the Certificateholders shall look only to the Bond Insurer for such payments. The Trustee may also adopt and employ, at the expense of the Transferor, any other reasonable means of notification of such repayment (including, but not limited to, mailing notice of such repayment to Certificateholders whose right to or interest in monies due and payable but not claimed is determinable from the records of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith.Paying Agent, at the last address as shown on the Certificate Register for each such Certificateholder). ARTICLE EIGHT THE POLICY

Money for Certificate Payments to Be Held in Trust. The Trustee agrees, and if there is any Paying Agent other than the Trustee, the Transferor will cause each Paying Agent other than the Trustee to execute and deliver to the Trustee and MBIA an instrument in which such Paying Agent shall agree with the Trustee that, subject to the provisions of this Section, such Paying Agent will: (a) All moneys deposited with any Paying Agent hold all sums held by it for the purpose payment of any payment principal or interest on Certificates of any Class shall be deposited and held in trust for the benefit of the Certificateholders of entitled thereto and MBIA until such Class entitled sums shall be paid to such paymentPersons or otherwise disposed of as herein provided; (b) give the Trustee, subject MBIA and the Certificateholders notice of any Default by the Transferor (or any other obligor upon the Certificates) in the making of any payment of principal or interest; and (c) at any time during the continuance of any such Default, upon the written request of the Trustee, forthwith pay to the provisions of this Section. Moneys Trustee all sums so deposited and held in trust shall constitute a separate trust fund for the benefit of the Class of Certificateholders with respect to which by such money was depositedPaying Agent. The Certificate Trustee Transferor may at any time, for the purpose of obtaining the satisfaction and discharge of this Certificate Indenture Agreement or for any other purpose, pay, or by Transferor Order direct any Paying Agent to pay pay, to the Certificate Trustee all sums held in trust by such Paying Agent, such sums to be held by the Certificate Trustee upon the same trusts as those upon which such sums were held by such Paying Agent; and, upon such payment by any Paying Agent to the Certificate Trustee, such Paying Agent shall be released from all further liability with respect to such money. (b) The Certificate Trustee will cause each Paying Agent other than the Certificate Trustee to execute and deliver to the Certificate Trustee an instrument in which such Paying Agent shall agree with the Certificate Trustee (and, if the Certificate Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will: (i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided and pay such sums to such Persons as herein provided; (ii) give the Certificate Trustee notice of any default under this Certificate Indenture of which it has actual knowledge in the making of any payment required to be made by the Certificate Issuer (or any other obligor on the Certificates) with respect to the Certificates; (iii) at any time during the continuance of such default, upon the written request of the Certificate Trustee, forthwith pay to the Certificate Trustee all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet the standards required to be met by a Paying Agent at the time of its appointment; and (iv) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith.

Money for Certificate Payments to Be Held in Trust. The Trustee agrees, and if there is any Paying Agent other than the Trustee, the Transferor will cause each Paying Agent other than the Trustee to execute and deliver to the Trustee and MBIA an instrument in which such Paying Agent shall agree with the Trustee that, subject to the provisions of this Section, such Paying Agent will: (a) All moneys deposited with any Paying Agent hold all sums held by it for the purpose payment of any payment principal or interest on Certificates of any Class shall be deposited and held in trust for the benefit of the Certificateholders of entitled thereto and MBIA until such Class entitled sums shall be paid to such paymentPersons or otherwise disposed of as herein provided; (b) give the Trustee, subject MBIA and the Certificateholders notice of any Default by the Transferor (or any other obligor upon the Certificates) in the making of any payment of principal or interest; and (c) at any time during the continuance of any such Default, upon the written request of the Trustee, forthwith pay to the provisions of this Section. Moneys Trustee all sums so deposited and held in trust shall constitute a separate trust fund for the benefit of the Class of Certificateholders with respect to which by such money was depositedPaying Agent. The Certificate Trustee Transferor may at any time, for the purpose of obtaining the satisfaction and discharge of this Certificate Indenture Agreement or for any other purpose, pay, or by Transferor Order direct any Paying Agent to pay pay, to the Certificate Trustee all sums held in trust by such Paying Agent, such sums to be held by the Certificate Trustee upon the same trusts as those upon which such sums were held by such Paying Agent; and, upon such payment by any Paying Agent to the Certificate Trustee, such Paying Agent shall be released from all further liability with respect to such money. (b) The Certificate . Any money deposited with the Trustee will cause each or any Paying Agent other than the Certificate Trustee to execute and deliver to the Certificate Trustee an instrument in which such Paying Agent shall agree with the Certificate Trustee (and, if the Certificate Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will: (i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided and pay such sums to such Persons as herein provided; (ii) give the Certificate Trustee notice of any default under this Certificate Indenture of which it has actual knowledge in the making of any payment required to be made by the Certificate Issuer (or any other obligor on the Certificates) with respect to the Certificates; (iii) at any time during the continuance of such default, upon the written request of the Certificate Trustee, forthwith pay to the Certificate Trustee all sums held by it in trust for the payment of the Certificates principal or interest on any Certificate and remaining unclaimed for three years after such principal or interest has become due and payable shall be paid to the Transferor on Transferor Request or to MBIA if at such payment had been made by MBIA; and the Holder of such Certificate shall thereafter, as an unsecured general creditor, and subject to any time it ceases applicable statute of limitations, look only to meet the standards required to be met by a Transferor for payment thereof, and all liability of the Trustee, such Paying Agent at the time of its appointment; and (iv) comply with all requirements of the Code or MBIA with respect to such trust money or the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith.related Certificate, shall thereupon cease; provided, however, that the Trustee or such Paying

Money for Certificate Payments to Be Held in Trust. (a) All moneys deposited with any Paying Agent for the purpose of any payment on Certificates of any Class Tranche shall be deposited and held in trust for the benefit of the Certificateholders of such Class Tranche entitled to such payment, subject to the provisions of this SectionSection 6.13. Moneys so deposited and held in trust shall constitute a separate trust fund for the benefit of the Class Tranche of Certificateholders with respect to which such money was moneys were deposited. The Certificate Trustee may at any time, for the purpose of obtaining the satisfaction and discharge of this Certificate Indenture or for any other purpose, direct any Paying Agent to pay to the Certificate Trustee all sums held in trust by such Paying Agent, such sums to be held by the Certificate Trustee upon the same trusts as those upon which such sums were held by such Paying Agent; and, upon such payment by any Paying Agent to the Certificate Trustee, such Paying Agent shall be released from all further liability with respect to such money. (b) The Certificate Trustee will cause each Paying Agent other than the Certificate Trustee to execute and deliver to the Certificate Trustee an instrument in which such Paying Agent shall agree with the Certificate Trustee (and, if the Certificate Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will: (i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided and pay such sums to such Persons as herein provided; (ii) give the Certificate Trustee notice of any default under this Certificate Indenture of which it has actual knowledge in the making of any payment required to be made by the Certificate Issuer (or any other obligor on the Certificates) with respect to the Certificates; (iii) at any time during the continuance of such default, upon the written request of the Certificate Trustee, forthwith pay to the Certificate Trustee all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet the standards required to be met by a Paying Agent at the time of its appointment; and (iv) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith.

Money for Certificate Payments to Be Held in Trust. (a) All moneys deposited with any Paying Agent for the purpose of any payment on Certificates of any Class shall be deposited and held in trust for the benefit of the Certificateholders of such Class entitled to such payment, subject to the provisions of this Section. Moneys so deposited and held in trust shall constitute a separate trust fund for the benefit of the Class of Certificateholders with respect to which such money was deposited. The Certificate Trustee may at any time, for the purpose of obtaining the satisfaction and discharge of this Certificate Indenture or for any other purpose, direct any Paying Agent to pay to the Certificate Trustee all sums held in trust by such Paying Agent, such sums to be held by the Certificate Trustee upon the same trusts as those upon which such sums were held by such Paying Agent; and, upon such payment by any Paying Agent to the Certificate Trustee, such Paying Agent shall be released from all further liability with respect to such money. (b) The Certificate Trustee will cause each Paying Agent other than the Certificate Trustee to execute and deliver to the Certificate Trustee an instrument in which such Paying Agent shall agree with the Certificate Trustee (and, if the Certificate Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will: (i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided and pay such sums to such Persons as herein provided; (ii) give the Certificate Trustee notice of any default under this Certificate Indenture the Certificates of which it has actual knowledge (or any other obligor on the Certificates) in the making of any payment required to be made by the Certificate Issuer (or any other obligor on the Certificates) with respect to the Certificates; (iii) at any time during the continuance of such default, upon the written request of the Certificate Trustee, forthwith pay to the Certificate Trustee all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet the standards required to be met by a Paying Agent at the time of its appointment; and (iv) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith.

Money for Certificate Payments to Be Held in Trust. (a) All moneys deposited with any Paying Agent for the purpose of any payment on Certificates of any Class shall be deposited in a non-interest bearing account and held in trust for the benefit of the Certificateholders Holders of such Class the Certificates entitled to such payment, subject to the provisions of this SectionSection 6.13. Moneys so deposited and held in trust shall constitute a separate trust fund for the benefit of the Class Holders of Certificateholders the Certificates with respect to which such money was deposited. The Certificate Pass Through Trustee will cause each Paying Agent other than the Pass Through Trustee to execute and deliver to it an instrument in which such Paying Agent shall agree with the Pass Through Trustee, subject to the provisions of this Section 6.13, that such Paying Agent will: (a) hold all sums held by it for payments on Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided; (b) give the Pass Through Trustee notice in writing of any default by any obligor upon a Lessor Note in the making of any such payment; and (c) at any time during the continuation of any such default, upon the written request of the Pass Through Trustee, forthwith pay to the Pass Through Trustee all sums so held in trust by such Paying Agent. The Pass Through Trustee may at any time, for the purpose of obtaining the satisfaction and discharge of this Certificate Indenture Pass Through Trust Agreement or for any other purpose, direct any Paying Agent to pay to the Certificate Pass Through Trustee all sums held in trust by such Paying Agent, such sums to be held by the Certificate Pass Through Trustee upon the same trusts as those upon which such sums were held by such Paying Agent; and, upon such payment by any Paying Agent to the Certificate Pass Through Trustee, such Paying Agent shall be released from all further liability with respect to such money. (b) The Certificate Trustee will cause each Paying Agent other than the Certificate Trustee to execute and deliver to the Certificate Trustee an instrument in which such Paying Agent shall agree with the Certificate Trustee (and, if the Certificate Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will: (i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided and pay such sums to such Persons as herein provided; (ii) give the Certificate Trustee notice of any default under this Certificate Indenture of which it has actual knowledge in the making of any payment required to be made by the Certificate Issuer (or any other obligor on the Certificates) with respect to the Certificates; (iii) at any time during the continuance of such default, upon the written request of the Certificate Trustee, forthwith pay to the Certificate Trustee all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet the standards required to be met by a Paying Agent at the time of its appointment; and (iv) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith.

Money for Certificate Payments to Be Held in Trust. (a) All moneys deposited with any Paying Agent for the purpose of any payment on Certificates of any Class shall be deposited in a non interest bearing account and held in trust for the benefit of the Certificateholders Holders of such Class the Certificates entitled to such payment, subject to the provisions of this SectionSection 7.13. Moneys so deposited and held in trust shall constitute a separate trust fund for the benefit of the Class Holders of Certificateholders the Certificates with respect to which such money was deposited. The Certificate Pass Through Trustee will cause each Paying Agent other than the Pass Through Trustee to execute and deliver to it an instrument in which such Paying Agent shall 39 41 agree with the Pass Through Trustee, subject to the provisions of this Section 7.13, that such Paying Agent will: (1) hold all sums held by it for payments on Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided; (2) give the Pass Through Trustee notice in writing of any default by any obligor upon the Lessor Notes in the making of any such payment; and (3) at any time during the continuance of any such default, upon the written request of the Pass Through Trustee, forthwith pay to the Pass Through Trustee all sums so held in trust by such Paying Agent. The Pass Through Trustee may at any time, for the purpose of obtaining the satisfaction and discharge of this Certificate Indenture Pass Through Trust Agreement or for any other purpose, direct any Paying Agent to pay to the Certificate Pass Through Trustee all sums held in trust by such Paying Agent, such sums to be held by the Certificate Pass Through Trustee upon the same trusts as those upon which such sums were held by such Paying Agent; and, upon such payment by any Paying Agent to the Certificate Pass Through Trustee, such Paying Agent shall be released from all further liability with respect to such money. (b) The Certificate Trustee will cause each Paying Agent other than the Certificate Trustee to execute and deliver to the Certificate Trustee an instrument in which such Paying Agent shall agree with the Certificate Trustee (and, if the Certificate Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will: (i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided and pay such sums to such Persons as herein provided; (ii) give the Certificate Trustee notice of any default under this Certificate Indenture of which it has actual knowledge in the making of any payment required to be made by the Certificate Issuer (or any other obligor on the Certificates) with respect to the Certificates; (iii) at any time during the continuance of such default, upon the written request of the Certificate Trustee, forthwith pay to the Certificate Trustee all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet the standards required to be met by a Paying Agent at the time of its appointment; and (iv) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith.

Money for Certificate Payments to Be Held in Trust. (a) All moneys deposited with any Paying Agent for the purpose of any payment on Certificates of any Class shall be deposited and held in trust for the benefit of the Certificateholders Holders of such Class the Certificates entitled to such payment, subject to the provisions of this SectionSection 7.13. Moneys so deposited and held in trust shall ------------ constitute a separate trust fund for the benefit of the Class Holders of Certificateholders the Certificates with respect to which such money was deposited. The Certificate Pass Through Trustee will cause each Paying Agent other than the Pass Through Trustee to execute and deliver to it an instrument in which such Paying Agent shall agree with the Pass Through Trustee, subject to the provisions of this Section 7.13, that such Paying Agent will ------------ (1) hold all sums held by it for payments on Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided; (2) give the Pass Through Trustee notice in writing of any default by any obligor upon the Certificates in the making of any such payment; and (3) at any time during the continuance of any such default, upon the written request of the Pass Through Trustee, forthwith pay to the Pass Through Trustee all sums so held in trust by such Paying Agent. The Pass Through Trustee may at any time, for the purpose of obtaining the satisfaction and discharge of this Certificate Indenture Pass Through Trust Agreement or for any other purpose, direct any Paying Agent to pay to the Certificate Pass Through Trustee all sums held in PASS THROUGH TRUST AGREEMENT A ------------------------------ trust by such Paying Agent, such sums to be held by the Certificate Pass Through Trustee upon the same trusts as those upon which such sums were held by such Paying Agent; and, upon such payment by any Paying Agent to the Certificate Pass Through Trustee, such Paying Agent shall be released from all further liability with respect to such money. (b) The Certificate Trustee will cause each Paying Agent other than the Certificate Trustee to execute and deliver to the Certificate Trustee an instrument in which such Paying Agent shall agree with the Certificate Trustee (and, if the Certificate Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will: (i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided and pay such sums to such Persons as herein provided; (ii) give the Certificate Trustee notice of any default under this Certificate Indenture of which it has actual knowledge in the making of any payment required to be made by the Certificate Issuer (or any other obligor on the Certificates) with respect to the Certificates; (iii) at any time during the continuance of such default, upon the written request of the Certificate Trustee, forthwith pay to the Certificate Trustee all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet the standards required to be met by a Paying Agent at the time of its appointment; and (iv) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith.

Money for Certificate Payments to Be Held in Trust. The Trustee agrees, and if there is any Paying Agent other than the Trustee, the Transferor will cause each Paying Agent other than the Trustee to execute and deliver to the Trustee and MBIA an instrument in which such Paying Agent shall agree with the Trustee that, subject to the provisions of this Section, such Paying Agent will: (a) All moneys deposited with any Paying Agent hold all sums held by it for the purpose payment of any payment principal or interest on Certificates of any Class shall be deposited and held in trust for the benefit of the Certificateholders of entitled thereto and MBIA until such Class entitled sums shall be paid to such paymentPersons or otherwise disposed of as herein provided; (b) give the Trustee, subject MBIA and the Certificateholders notice of any Default by the Transferor (or any other obligor upon the Certificates) in the making of any payment of principal or interest; and (c) at any time during the continuance of any such Default, upon the written request of the Trustee, forthwith pay to the provisions of this Section. Moneys Trustee all sums so deposited and held in trust shall constitute a separate trust fund for the benefit of the Class of Certificateholders with respect to which by such money was depositedPaying Agent. The Certificate Trustee Transferor may at any time, for the purpose of obtaining the satisfaction and discharge of this Certificate Indenture Agreement or for any other purpose, pay, or by Transferor Order direct any Paying Agent to pay pay, to the Certificate Trustee all sums held in trust by such Paying Agent, such sums to be held by the Certificate Trustee upon the same trusts as those upon which such sums were held by such Paying Agent; and, upon such payment by any Paying Agent to the Certificate Trustee, such Paying Agent shall be released from all further liability with respect to such money. (b) The Certificate . Any money deposited with the Trustee will cause each or any Paying Agent other than the Certificate Trustee to execute and deliver to the Certificate Trustee an instrument in which such Paying Agent shall agree with the Certificate Trustee (and, if the Certificate Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will: (i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided and pay such sums to such Persons as herein provided; (ii) give the Certificate Trustee notice of any default under this Certificate Indenture of which it has actual knowledge in the making of any payment required to be made by the Certificate Issuer (or any other obligor on the Certificates) with respect to the Certificates; (iii) at any time during the continuance of such default, upon the written request of the Certificate Trustee, forthwith pay to the Certificate Trustee all sums held by it in trust for the payment of the Certificates principal or interest on any Certificate and remaining unclaimed for three years after such principal or interest has become due and payable shall be paid to the Transferor on Transferor Request or to MBIA if at such payment had been made by MBIA; and the Holder of such Certificate shall thereafter, as an unsecured general creditor, and subject to any time it ceases applicable statute of limitations, look only to meet the standards required to be met by a Transferor for payment thereof, and all liability of the Trustee, such Paying Agent at the time of its appointment; and (iv) comply with all requirements of the Code or MBIA with respect to such trust money or the withholding related Certificate, shall thereupon cease; provided, however, that the Trustee or such Paying Agent, before being required to make any such repayment, may at the expense of the Transferor cause to be published once, in a newspaper published in the English language, customarily published on each Business Day and of general circulation in the city in which the Corporate Trust Office is located, notice that such money remains unclaimed and that, after a date specified therein, which shall not be less than 30 days from the date of such publication, any payments unclaimed balance of such money then remaining will be repaid to the Transferor; and provided, further, that any amounts held that are proceeds of a claim made by it on under a Certificate Insurance Policy shall be returned to MBIA, and the Certificateholders shall look only to MBIA for such payments. The Trustee may also adopt and employ, at the expense of the Transferor, any Certificates other reasonable means of notification of such repayment (including, but not limited to, mailing notice of such repayment to Certificateholders whose right to or interest in monies due and payable but not claimed is determinable from the records of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewithPaying Agent, at the last address as shown on the Certificate Register for each such Certificateholder).

Money for Certificate Payments to Be Held in Trust. (a) All moneys deposited with any Paying Agent for the purpose of any payment on Certificates of any Class shall be deposited in a non-interest bearing account and held in trust for the benefit of the Certificateholders Holders of such Class the Certificates entitled to such payment, subject to the provisions of this SectionSection 7.13. Moneys so deposited and held in trust shall constitute a separate trust fund for the benefit of the Class Holders of Certificateholders the Certificates with respect to which such money was deposited. The Certificate Pass Through Trustee will cause each Paying Agent other than the Pass Through Trustee to execute and deliver to it an instrument in which such Paying Agent shall agree with the Pass Through Trustee, subject to the provisions of this Section 7.13, that such Paying Agent will: (a) hold all sums held by it for payments on Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided; (b) give the Pass Through Trustee notice in writing of any default by any obligor upon the Lessor Notes in the making of any such payment; and (c) at any time during the continuance of any such default, upon the written request of the Pass Through Trustee, forthwith pay to the Pass Through Trustee all sums so held in trust by such Paying Agent. The Pass Through Trustee may at any time, for the purpose of obtaining the satisfaction and discharge of this Certificate Indenture Pass Through Trust Agreement or for any other purpose, direct any Paying Agent to pay to the Certificate Pass Through Trustee all sums held in trust by such Paying Agent, such sums to be held by the Certificate Pass Through Trustee upon the same trusts as those upon which such sums were held by such Paying Agent; and, upon such payment by any Paying Agent to the Certificate Pass Through Trustee, such Paying Agent shall be released from all further liability with respect to such money. (b) The Certificate Trustee will cause each Paying Agent other than the Certificate Trustee to execute and deliver to the Certificate Trustee an instrument in which such Paying Agent shall agree with the Certificate Trustee (and, if the Certificate Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will: (i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided and pay such sums to such Persons as herein provided; (ii) give the Certificate Trustee notice of any default under this Certificate Indenture of which it has actual knowledge in the making of any payment required to be made by the Certificate Issuer (or any other obligor on the Certificates) with respect to the Certificates; (iii) at any time during the continuance of such default, upon the written request of the Certificate Trustee, forthwith pay to the Certificate Trustee all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet the standards required to be met by a Paying Agent at the time of its appointment; and (iv) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith.

Money for Certificate Payments to Be Held in Trust. (a) All moneys deposited with any Paying Agent for the purpose of any payment on Certificates of any Class shall be deposited and held in trust for the benefit of the Certificateholders of such Class entitled to such payment, subject to the provisions of this Section. Moneys so deposited and held in trust shall constitute a separate trust fund for the benefit of the Class of Certificateholders with respect to which such money was deposited. The Certificate Trustee may at any time, for the purpose of obtaining the satisfaction and discharge of this Certificate Indenture or for any other purpose, direct any Paying Agent to pay to the Certificate Trustee all sums held in trust by such Paying Agent, such sums to be held by the Certificate Trustee upon the same trusts as those upon which such sums were held by such Paying Agent; and, upon such payment by any Paying Agent to the Certificate Trustee, such Paying Agent shall be released from all further liability with respect to such money. (b) The Certificate Trustee will cause each Paying Agent other than the Certificate Trustee to execute and deliver to the Certificate Trustee an instrument in which such Paying Agent shall agree with the Certificate Trustee (and, if the Certificate Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will: (i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided and pay such sums to such Persons as herein provided; (ii) give the Certificate Trustee notice of any default under this Certificate Indenture of which it has actual knowledge in the making of any payment required to be 40 45 made by the Certificate Issuer (or any other obligor on the Certificates) with respect to the Certificates; (iii) at any time during the continuance of such default, upon the written request of the Certificate Trustee, forthwith pay to the Certificate Trustee all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet the standards required to be met by a Paying Agent at the time of its appointment; and (iv) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith.

Money for Certificate Payments to Be Held in Trust. (a) All moneys deposited with any Paying Agent for the purpose of any payment on Certificates of any Class shall be deposited and held in trust for the benefit of the Certificateholders Holders of such Class the Certificates entitled to such payment, subject to the provisions of this Section. Moneys so deposited and held in trust shall constitute a separate trust fund for the benefit of the Class Holders of Certificateholders the Certificates with respect to which such money was deposited. The Certificate Pass Through Trustee will cause each Paying Agent other than Marine Midland and the Pass Through Trustee to execute and deliver to it an instrument in which such Paying Agent shall agree with the Pass Through Trustee, subject to the provisions of this Section, that such Paying Agent will (1) hold all sums held by it for payments on Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided; (2) give the Pass Through Trustee notice of any default by any obligor upon the Certificates in the making of any such payment; and (3) at any time during the continuance of any such default, upon the written request of the Pass Through Trustee, forthwith pay to the Pass Through Trustee all sums so held in trust by such Paying Agent. The Pass Through Trustee may at any time, for the purpose of obtaining the satisfaction and discharge of this Certificate Indenture Trust Agreement or for any other purpose, direct any Paying Agent to pay to the Certificate Pass Through Trustee all sums held in trust by such Paying Agent, such sums to be held by the Certificate Pass Through Trustee upon the same trusts as those upon which such sums were held by such Paying Agent; and, upon such payment by any Paying Agent to the Certificate Pass Through Trustee, such Paying Agent shall be released from all further liability with respect to such money. (b) The Certificate Trustee will cause each Paying Agent other than the Certificate Trustee to execute and deliver to the Certificate Trustee an instrument in which such Paying Agent shall agree with the Certificate Trustee (and, if the Certificate Trustee acts as Paying Agent, it hereby so agrees), subject to the provisions of this Section, that such Paying Agent will: (i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided and pay such sums to such Persons as herein provided; (ii) give the Certificate Trustee notice of any default under this Certificate Indenture of which it has actual knowledge in the making of any payment required to be made by the Certificate Issuer (or any other obligor on the Certificates) with respect to the Certificates; (iii) at any time during the continuance of such default, upon the written request of the Certificate Trustee, forthwith pay to the Certificate Trustee all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet the standards required to be met by a Paying Agent at the time of its appointment; and (iv) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith.