Order of Priority of Funds in Cash Management Account Sample Clauses

Order of Priority of Funds in Cash Management Account. Unless otherwise directed by Lender during the continuance of an Event of Default pursuant to Section 2.7.3, on each Payment Date during the Term, Collections on deposit in the Cash Management Account (less any fees and expenses of the Cash Management Account Bank then due and payable) on such day shall be applied on such Payment Date in the following order of priority: (a) first, to the applicable Security Deposit Account, the amount of any security deposits that have been deposited into the Cash Management Account by Borrower during the calendar month ending immediately prior to such Payment Date, as set forth in a written notice from Borrower to Lender delivered pursuant to Section 4.3.9; (b) second, to Lender the amount of any mandatory prepayment of the Outstanding Principal Balance pursuant to Section 2.4.2 then due and payable and all other amounts payable in connection therewith, such amounts to be applied in the manner set forth in Section 2.4.4(d); (c) third, to the Tax Subaccount, to make the required payments of Tax Funds as required under Section 6.1; (d) fourth, to the Insurance Subaccount, to make any required payments of Insurance Funds as required under Section 6.2; (e) fifth, to Lender, funds sufficient to pay the Monthly Debt Service Payment Amount, applied (i) first, to the payment of interest then due and payable on Component A, (ii) second, to the payment of interest then due and payable on Component B, (iii) third, to the payment of interest then due and payable on Component C, (iv) fourth, to the payment of interest then due and payable on Component D, (v) fifth, to the payment of interest then due and payable on Component E, (vi) sixth, to the payment of interest then due and payable on Component F; (vii) seventh, to the payment of interest then due and payable on Component G, and (viii) eighth, to the payment of interest then due and payable on Component H; (f) sixth, to Lender, funds sufficient to pay the Outstanding Principal Balance of each Component on the Payment Date immediately preceding the Maturity Date, applied (i) first, to the Outstanding Principal Balance of Component A until such Component is paid in full, (ii) second, to the Outstanding Principal Balance of Component B until such Component is paid in full, (iii) third, to the Outstanding Principal Balance of Component C until such Component is paid in full, (iv) fourth, to the Outstanding Principal Balance of Component D until such Component is paid in full, (v) fif...
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Order of Priority of Funds in Cash Management Account. Subject to the other provisions of the Loan Documents (permitting disbursements from Accounts other than during the continuance of a Cash Trap Period), during the continuance of a Cash Trap Period, on each Monthly Payment Date during the Term, except the continuance of an Event of Default, all funds deposited into the Cash Management Account during the immediately preceding Interest Period shall be applied on such Monthly Payment Date in the following order of priority: (a) From funds due and payable to Borrower as Rent under the Master Lease or separately deposited by or on behalf of Borrower as Borrower’s funds (in each case, as identified by Borrower or Master Tenant to Lender in writing) (“Borrower’s Funds”): (i) First, to make any required payment of Tax Funds into the Tax Account as required under Section 6.3; (ii) Second, to make any required payment of Insurance Funds into the Insurance Account as required under Section 6.4; (iii) Third, funds sufficient to pay the Monthly Debt Service Payment into the Debt Service Account; and (iv) Fourth, to make the required payments of FF&E Reserve Funds into the FF&E Reserve Account as required under Section 6.5.1; (v) Fifth, funds sufficient to pay any interest accruing at the Default Rate, late payment charges and all other amounts, other than those described under other clauses of this Section 6.11.1, then due to Lender and/or any Lender Indemnified Party by Borrower under the Loan Documents into the Debt Service Account for the payment of such amounts; and (b) After application of Rent as forth in clause (a) above, from Gross Revenue in excess of Rent payable to Borrower under the Master Lease or funds separately deposited by or on behalf of Master Tenant as the Master Tenant’s funds (“Master Tenant’s Funds”): (i) First, to make the required payments of Hotel Occupancy Taxes as required under applicable Legal Requirements in accordance with Section 6.11.3(b); (ii) Second, to make the required payments of Seasonality Reserve Funds into the Seasonality Reserve Account as (and to the extent) required under Section 6.6.1; and (iii) Third, to make the required payments of Operating Expense Funds into the Operating Expense Account as required under Section 6.8. (c) During a Cash Trap Period, (i) all Borrower Funds, if any, remaining in the Cash Management Account after deposits for items (a)(i) through (v) above (the “Borrower Excess Cash Flow”) shall be transferred into the Borrower Excess Cash Flow Account as ...
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Order of Priority of Funds in Cash Management Account. All funds deposited into the Cash Management Account (not including any minimum balance required by Cash Management Bank, in accordance with the Cash Management Agreement) shall be applied during a Cash Sweep Period on each Payment Date in the following order of priority: (a) First, at Lender’s sole discretion, to fund any deficiency that exists in the Reserve Funds; (b) then, funds sufficient to pay the Monthly Debt Service Payment Amount into an Account established for such purpose; (c) then, funds sufficient to pay any interest accruing at the Default Rate, late payment charges and all other amounts, other than those described under other clauses of this Section 7.10.1, then due to Lender and/or any Indemnified Party under the Loan Documents into an account established for such purpose; (d); then, during the continuance of an Cash Sweep Event, all amounts remaining in the Cash Management Account after deposits for items (a) through (d) above (the “Excess Cash Flow”) into the Capital Reserve Account as required under Section 7.5; and (e) lastly, provided no Cash Sweep Event remains in effect, payments to Borrower of all Excess Cash Flow.
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Order of Priority of Funds in Cash Management Account. (a) Subject to the other provisions of the Loan Documents, on each Monthly Payment Date during the Term, except during the continuance of an Event of Default, all funds deposited into the Cash Management Account during the immediately preceding Interest Period shall be applied on such Monthly Payment Date in the following order of priority: (i) First, to make the required payments of Hilton Brand Operating Expense Funds into the Hilton Brand Operating Expense Account, as required under Section 6.8.1 (taking into account any funds that were previously deposited into the Hilton Brand Operating Expense Account for application on such Monthly Payment Date pursuant to Section 6.11.1(b)(i) below); (ii) then, to make the required payments of Tax Funds into the Tax Account as required under Section 6.3 (taking into account any funds that were previously deposited into the Tax Account for application on such Monthly Payment Date pursuant to Section 6.11.1(b)(ii) below); (iii) then, to make the required payments of Insurance Funds into the Insurance Account as required under Section 6.4 (taking into account any funds that were previously deposited into the Insurance Account for application on such Monthly Payment Date pursuant to Section 6.11.1(b)(iii) below); (iv) then, funds sufficient to pay the Monthly Debt Service Payment into an Account established for such purpose (taking into account any funds that were previously deposited into an Account established for such purpose for application on such Monthly Payment Date pursuant to Section 6.11.1(b)(iv) below); (v) then, funds sufficient to pay any interest accruing at the Default Rate, late payment charges and all other amounts, other than those described under other clauses of this Section 6.11.1, then due to Lender and/or any Indemnified Party under the Loan Documents into an Account established for such purpose (taking into account any funds that were previously deposited into an Account established for such purpose for application on such Monthly Payment Date pursuant to Section 6.11.1(b)(v) below); (vi) then, to make the required payments of Non Hilton Operating Expense Funds into the Non Hilton Operating Expense Account as required under Section 6.8.2 (taking into account any funds that were previously deposited into the Non Hilton Brand Operating Expense Account for application on such Monthly Payment Date pursuant to Section 6.11.1(b)(vi) below); (vii) then, to make the required payments of FF&E Funds into ...
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Order of Priority of Funds in Cash Management Account. Subject to the other provisions of the Loan Documents, on each Payment Date during the term of the Loan, except during the instance or continuance of an Event of Default, all funds deposited into the Cash Management Account during the immediately preceding interest period shall be applied on such Payment Date in the following order of priority: (a) First, fund any deficiency that exists in the Capital Reserve Fund under Section 7.5; (b) [intentionally deleted]; (c) [intentionally deleted]; (d) then, funds sufficient to pay the Monthly Debt Service Payment into an Account established for such purpose; (e) then, to make the required payments of PIP Funds into the PIP Account as required under Section 7.6; (f) then, funds sufficient to pay any interest accruing at the Default Rate, late payment charges and all other amounts, other than those described under other clauses of this Section 7.10.1, then due to Lender and/or any Indemnified Party under the Loan Documents into an account established for such purpose; (g) then, to make the required payments of Operating Expense Funds into the Operating Expense Account as required under Section 7.8; (h) intentionally deleted; (i) then, during the continuance of an Cash Sweep Event, all amounts remaining in the Cash Management Account after deposits for items (a) through (i) above (the “Excess Cash Flow”) into the Cash Reserve Account as required under Section 7.5; and (j) lastly, provided no Cash Sweep Event remains in effect, payments to Borrower of all Excess Cash Flow.
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Order of Priority of Funds in Cash Management Account. On each Monthly Payment Date during the Term, except during the continuance of an Event of Default, all funds deposited into the Cash Management Account during the immediately preceding Interest Period shall be applied on such Monthly Payment Date in the following order of priority: (i) First, if applicable, to make the required payments of Tax Funds into the Tax Account as required under Section 6.2; (ii) Second, if applicable, to make the required payments of Insurance Funds into the Insurance Account as required under Section 6.3; (iii) Third, funds sufficient to pay the Monthly Debt Service Payment into the Debt Service Account; (v) Fourth, funds sufficient to pay any interest accruing at the Default Rate and late payment charges, if any, (and all other amounts, other than those described under other clauses of this Section 6.7.1, then due to Lender under the Loan Documents) into the Debt Service Account; (vi) Fifth, if applicable under the terms of Section 6.4, to deposit all Operating Expenses and Excess Cash Flow in the applicable accounts in accordance with Section 6.4, and (vi) Lastly, provided no Event of Default has occurred and is continuing, and subject to Section 6.4, payments to Borrower of any excess amounts in accordance with the wiring instructions provided by Borrower from time to time.
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Order of Priority of Funds in Cash Management Account. On each Monthly Payment Date during the Term, except during the continuance of an Event of Default, identified and available Collections on deposit in the Cash Management Account on such day shall be applied on such Monthly Payment Date in the following order of priority for amounts calculated through and including the last day of the related Interest Period: (a) first, to the Security Deposit Account, the amount of any security deposits that have been deposited into the Cash Management Account by Borrower for the calendar month ending immediately prior to such Monthly Payment Date, as set forth in the related Security Deposit and Advance Rent Notice; (b) second, to the Tax Account, funds sufficient to make the required payments of Tax Funds as required under Section 6.2; (c) third, to the Insurance Account, funds sufficient to make any required payments of Insurance Funds as required under Section 6.3; (d) fourth, to Lender, funds sufficient to pay the Monthly Debt Service Payment Amount (which is generally accrued interest on the principal balance of the Components for the related Interest Period (including, with respect to each Deferrable Component, any applicable Deferred Interest Amounts)), applied: (i) first, to the payment of interest then due and payable on Component A,
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Related to Order of Priority of Funds in Cash Management Account

  • Cash Management Account (a) During the term of the Loan, Borrower shall cause Mortgage Borrower and Senior Mezzanine Borrower to comply with Section 2.6.3 of the Mortgage Loan Agreement and Senior Mezzanine Loan Agreement (as applicable) which may require the establishment of the Cash Management Account to be held by and in trust for the benefit of Mortgage Lender. All costs and expenses for establishing and maintaining the Cash Management Account shall be paid by Mortgage Borrower. (b) Borrower shall not cause or permit Mortgage Borrower or Operating Company to further pledge, assign or grant any security interest in the Cash Management Account or the monies deposited therein or permit any lien or encumbrance to attach thereto, or any levy to be made thereon, or any UCC-1 Financing Statements, except those naming Mortgage Lender as the secured party, to be filed with respect thereto. (c) Borrower hereby agrees that in the event that (i) the Mortgage Loan Documents require Mortgage Borrower and/or Operating Company to maintain the Cash Management Account, but (due to repayment of the Mortgage Loan, waiver of the requirement by Mortgage Lender, or otherwise) the Cash Management Account is not being maintained and (ii) the Cash Management Account is not being maintained under Section 2.6.3 of the Senior Mezzanine Loan Agreement, Borrower shall establish a cash management account and system with Lender substantially the same as that required under the Mortgage Loan Documents. If Borrower is required to deposit amounts with Lender pursuant to Article VII hereof, Borrower shall establish a cash management account and system with Lender substantially the same as that required under the Mortgage Loan Documents (and shall otherwise comply with the provisions of Section 2.6.2 of the Mortgage Loan Documents, and grant to Lender security interests in such accounts for the benefit of Lender, as if such provisions were incorporated herein for the benefit of Lender).

  • Authorization of Receipt of Funds by the Trustee Under the Security Documents Subject to the provisions of the Intercreditor Agreement, the Trustee is authorized to receive any funds for the benefit of the Holders distributed under the Security Documents, and to make further distributions of such funds to the Holders according to the provisions of this Indenture.

  • Authorization of Receipt of Funds by the Trustee Under the Collateral Documents Subject to the provisions of the Intercreditor Agreements, the Trustee is authorized to receive any funds for the benefit of the Holders distributed under the Collateral Documents, and to make further distributions of such funds to the Holders according to the provisions of this Indenture.

  • Investment of Funds in the Collection Account and the Distribution Account (a) The Master Servicer may direct any depository institution maintaining the Collection Account and any REO Account (for purposes of this Section 3.12, an “Investment Account”), and the Trustee, in its individual capacity, may direct any depository institution maintaining the Distribution Account (for purposes of this Section 3.12, the Distribution Account is also an “Investment Account”), to invest the funds in such Investment Account in one or more Permitted Investments bearing interest or sold at a discount, and maturing, unless payable on demand, (i) no later than the Business Day immediately preceding the date on which such funds are required to be withdrawn from such account pursuant to this Agreement, if a Person other than the Trustee is the obligor thereon and (ii) no later than the date on which such funds are required to be withdrawn from such account pursuant to this Agreement, if the Trustee is the obligor thereon. All such Permitted Investments shall be held to maturity, unless payable on demand. Any investment of funds in an Investment Account shall be made in the name of the Trustee (in its capacity as such), or in the name of a nominee of the Trustee. The Trustee shall be entitled to sole possession (except with respect to investment direction of funds held in the Collection Account and any REO Account and any income and gain realized thereon) over each such investment, and any certificate or other instrument evidencing any such investment shall be delivered directly to the Trustee or its agent, together with any document of transfer necessary to transfer title to such investment to the Trustee or its nominee. In the event amounts on deposit in an Investment Account are at any time invested in a Permitted Investment payable on demand, the Trustee shall:

  • Application of Funds in the Collection Account The Master Servicer may, from time to time, make, or cause to be made, withdrawals from the Collection Account for the following purposes: (i) to reimburse itself or any Servicer for Advances made by it or by such Servicer pursuant to Section 5.04 or the applicable Servicing Agreement; provided, however, that the Master Servicer’s right to reimburse itself pursuant to this subclause is limited to amounts received on or in respect of particular Mortgage Loans (including, for this purpose, Liquidation Proceeds and amounts representing Insurance Proceeds with respect to the property subject to the related Mortgage) which represent late recoveries (net of the applicable Servicing Fee and the Master Servicing Fee) of payments of principal or interest respecting which any such Advance was made; provided, further, that following the final liquidation of a Mortgage Loan, the Master Servicer may reimburse itself for previously unreimbursed Advances in excess of Liquidation Proceeds or Insurance Proceeds with respect to such Mortgage Loans from any funds in the Collection Account, it being understood, in the case of any such reimbursement, that the Master Servicer’s or Servicer’s right thereto shall be prior to the rights of the Certificateholders; (ii) to reimburse itself or any Servicer for any Servicing Advances made by it or by such Servicer that it or such Servicer determines in good faith will not be recoverable from amounts representing late recoveries of payments of principal or interest respecting the particular Mortgage Loan as to which such Servicing Advance was made or from Liquidation Proceeds or Insurance Proceeds with respect to such Mortgage Loan, it being understood, in the case of any such reimbursement, that such Master Servicer’s or Servicer’s right thereto shall be prior to the rights of the Certificateholders; (iii) to reimburse itself or any Servicer from Liquidation Proceeds for Liquidation Expenses and for amounts expended by it pursuant to Sections 9.20 and 9.22(a) or the applicable Servicing Agreement in good faith in connection with the restoration of damaged property and, to the extent that Liquidation Proceeds after such reimbursement exceed the unpaid principal balance of the related Mortgage Loan, together with accrued and unpaid interest thereon at the applicable Mortgage Rate less the applicable Servicing Fee and the Master Servicing Fee for such Mortgage Loan to the Due Date next succeeding the date of its receipt of such Liquidation Proceeds, to pay to itself out of such excess the amount of any unpaid assumption fees, late payment charges or other Mortgagor charges on the related Mortgage Loan and to retain any excess remaining thereafter as additional servicing compensation, it being understood, in the case of any such reimbursement or payment, that such Master Servicer’s or Servicer’s right thereto shall be prior to the rights of the Certificateholders; (iv) to reimburse itself or any Servicer for expenses incurred by and recoverable by or reimbursable to it or such Servicer pursuant to Section 9.04, 9.05, 9.06, 9.16 or 9.22(a) or pursuant to the applicable Servicing Agreement, and to reimburse itself for any expenses reimbursable to it pursuant to Section 10.01(c); (v) to pay to the applicable Person, with respect to each Mortgage Loan or REO Property acquired in respect thereof that has been repurchased by such Person pursuant to this Agreement, all amounts received thereon and not distributed on the date on which the related repurchase was effected; (vi) subject to Section 5.05, to pay to itself income earned on the investment of funds deposited in the Collection Account; (vii) to make payments to the Trustee for deposit into the Certificate Account in the amounts and in the manner provided for in Section 4.01(c); (viii) to make distributions of any Retained Interest to the Retained Interest Holder on each Distribution Date (other than any Retained Interest not deposited into the Collection Account in accordance with Section 4.01(d)(iii)); (ix) to make payment to itself, the Trustee and others pursuant to any provision of this Agreement; (x) to withdraw funds deposited in error in the Collection Account; (xi) to clear and terminate the Collection Account pursuant to Section 7.02; (xii) to reimburse a successor Master Servicer (solely in its capacity as successor Master Servicer), for any fee or advance occasioned by a termination of the Master Servicer, and the assumption of such duties by the Trustee or a successor Master Servicer appointed by the Trustee pursuant to Section 6.14, in each case to the extent not reimbursed by the terminated Master Servicer, it being understood, in the case of any such reimbursement or payment, that the right of the Master Servicer or the Trustee thereto shall be prior to the rights of the Certificateholders; and (xiii) to reimburse any Servicer for such amounts as are due thereto under the applicable Servicing Agreement and have not been retained by or paid to such Servicer to the extent provided in such Servicing Agreement. If provided in the related Servicing Agreement, each Servicer shall be entitled to retain as additional servicing compensation any Prepayment Interest Excess (to the extent not offset by Prepayment Interest Shortfalls). In the event that the Master Servicer fails on any Deposit Date to remit to the Trustee any amounts required to be so remitted to the Trustee pursuant to subclause (vii) by 12 noon (New York time) on such date, the Master Servicer shall pay the Trustee, for the account of the Trustee, interest calculated at the “prime rate” (as published in the “Money Rates” section of The Wall Street Journal) on such amounts not timely remitted for the period from and including that Deposit Date to but not including the related Distribution Date. In connection with withdrawals pursuant to subclauses (i), (iii), (iv) and (vi) above, the Master Servicer’s or Servicer’s entitlement thereto is limited to collections or other recoveries on the related Mortgage Loan, except as provided herein. The Master Servicer shall therefore keep and maintain a separate accounting for each Mortgage Loan it master services for the purpose of justifying any withdrawal from the Collection Account it maintains pursuant to subclauses (i), (iii), (iv) and (vi) above.

  • Cash Management (a) Each Loan Party shall (i) instruct all Account Debtors of such Loan Party to remit all payments in respect of any Account on which such Account Debtor is obligated to a “P.O. Box” or “Lockbox Address” associated with a deposit account subject to a Blocked Account Agreement (each, a “Payment Account”), which remittances shall be collected by the depository institution at which such “P.O. Box” or “Lockbox Address” is maintained and deposited in such Payment Account, (ii) except with respect to Excluded Accounts, Transition Accounts and the Operating Account, cause each deposit account held by such Loan Party (including, without limitation, each Payment Account) to become subject to a Blocked Account Agreement pursuant to which (without limiting the terms thereof) all amounts on deposit and available at the close of each Business Day in such deposit account shall be swept to an account designated by the Collateral Agent (the “Collection Account”), with such sweep instructions to be irrevocable unless otherwise agreed to by the Collateral Agent and (iii) cause the Operating Account to become subject to a Blocked Account Agreement pursuant to which (without limiting the terms thereof) the Collateral Agent may, upon the occurrence and during the continuance of an Event of Default, exercise full dominion over such account and sweep all funds on deposit therein to the Collection Account. Without limiting the foregoing, all amounts received by a Borrower or any of its Subsidiaries in respect of any deposit account (or by the depository institution at which such account is held), in addition to all other cash received from any other source, shall upon receipt be deposited into such deposit account. Each Loan Party agrees that it will not cause proceeds of any deposit accounts to be otherwise redirected. (b) All collected amounts received in the Collection Account shall be distributed and applied on a daily basis in accordance with Section 2.10(b). (c) If any cash or cash equivalents owned by any Loan Party (other than (i) de minimis cash or cash equivalents from time to time inadvertently misapplied by any Loan Party, (ii) any funds which are held by any Borrower and any of their respective Subsidiaries on behalf of any customer in the ordinary course of business and (iii) any funds which are held by any Borrower and any of their respective Subsidiaries in an Excluded Account or, subject to the terms of this Agreement, a Transition Account, in each case, in the ordinary course of business) are deposited to any account, or held or invested in any manner, otherwise than in a deposit account subject to a Blocked Account Agreement in compliance with Section 5.12(a), then the Collateral Agent shall be entitled to require the applicable Loan Party to close such account and have all funds therein transferred to an account subject to a Blocked Account Agreement in compliance with Section 5.12(a), and to cause all future deposits to be made to such account. (d) The Collection Account shall at all times be under the sole dominion and control of the Collateral Agent. Each Loan Party hereby acknowledges and agrees that (x) such Loan Party has no right of withdrawal from the Collection Account, (y) the funds on deposit in the Collection Account shall at all times continue to be collateral security for all of the obligations of the Loan Parties hereunder and under the other Loan Documents, and (z) the funds on deposit in the Collection Account shall be applied as provided in this Agreement. In the event that, notwithstanding the provisions of this Section 5.12, any Loan Party receives or otherwise has dominion and control of any proceeds or collections required to be transferred to the Collection Account, such proceeds and collections shall be held in trust by such Loan Party for the Collateral Agent, shall not be commingled with any of such Loan Party’s other funds or deposited in any account of such Loan Party and shall promptly be deposited into the Collection Account or dealt with in such other fashion as such Loan Party may be instructed by the Collateral Agent.

  • Cash Management System On or prior to the Closing Date and until the Termination Date, Borrower will establish and maintain the cash management system described in Schedule D. All payments in respect of the Collateral shall be made to or deposited in the blocked or lockbox accounts described in Schedule D in accordance with the terms thereof.

  • Servicer to Maintain Perfection and Priority The Servicer covenants that, in order to evidence the interests of CNHCR and Issuing Entity under this Agreement, Servicer shall take such action, or execute and deliver such instruments as may be necessary or advisable (including, without limitation, such actions as are requested by Issuing Entity) to maintain and perfect, as a first priority interest, Issuing Entity’s security interest in the Receivables. Servicer shall, from time to time and within the time limits established by law, prepare and present to Issuing Entity for Issuing Entity to authorize the Servicer to file all financing statements, amendments, continuations, financing statements in lieu of a continuation statement, terminations, partial terminations, releases or partial releases, or any other filings necessary or advisable to continue, maintain and perfect the Issuing Entity’s security interest in the Receivables as a first-priority interest (each a “Filing”). Issuing Entity shall promptly authorize in writing Servicer to, and Servicer shall, effect such Filing under the Uniform Commercial Code without the signature of CNHCR or Issuing Entity where allowed by applicable law.

  • Application by Trustee of Funds Deposited for Payment of Securities Subject to Section 9.04 and any subordination provisions applicable to the Securities, all moneys deposited with the Trustee pursuant to Section 9.01 shall be held in trust and applied by it to the payment, either directly or through any paying agent (including the Issuer acting as its own paying agent), to the Holders of the particular Securities of such series for the payment or redemption of which such moneys have been deposited with the Trustee, of all sums due and to become due thereon for principal and interest; but such money need not be segregated from other funds except to the extent required by law.

  • Collateral Account and Security Interest At any time when Fund’s assets are below $15 million, the Advisor, for value received, hereby pledges, assigns, sets over and grants to the Trust a continuing security interest in and to an account to be established and maintained by the Advisor with the Securities Intermediary and designated as a collateral account (the “Collateral Account”), including any replacement account established with any successor, together with all dividends, interest, stock-splits, distributions, profits and all cash and non-cash proceeds thereof and any and all other rights as may now or hereafter derive or accrue therefrom (collectively, the “Collateral”) to secure the payment of any required Fund Reimbursement Payment or Liquidation Expenses (as defined in Paragraph 5 of this Agreement). For so long as this Agreement is in effect, any transfers or conveyances of Collateral to any party shall require the approval of the Board of Trustees of the Trust (the “Board”), except as specified in Section 7(a)(ii) of this Agreement, below. In addition, the Trust will not issue entitlement orders, redeem or otherwise take any action with respect to the Collateral or Collateral Account unless a Collateral Event (defined below under Section 5 of this Agreement) has occurred or is continuing.

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