Reserve Account; Withdrawals; Releases. (i) There shall be established on the Closing Date and maintained, for the benefit of the Secured Parties, with the Collateral Agent, an Eligible Deposit Account (the “Reserve Account”), bearing a designation clearly indicating that the funds deposited therein are held in the name of the Collateral Agent, for the benefit of the Secured Parties. Subject to the terms hereof, the Collateral Agent shall possess all right, title and interest in and to all funds deposited from time to time in the Reserve Account. (ii) There shall be deposited in the Reserve Account (x) on each Delivery Date, the related Reserve Account Deposit Amount transferred from the Funding Account, or if not so available from the Funding Account, then from the Servicer as described in Section 2.11(c)(i) hereof and (y) on each Remittance Date, the amount, if any, described in Section 2.3(a)(x) hereof on such Remittance Date. (iii) Funds on deposit in the Reserve Account (other than investment earnings) shall be invested by the Collateral Agent (in the name of the Collateral Agent on behalf of the Secured Parties) in Eligible Investments that will mature so that such funds will be available on the Remittance Date following such investment. Investment earnings on amounts on deposit in the Reserve Account shall be deposited into the Collection Account immediately following receipt thereof. (iv) Subject to clause (iii) above, funds on deposit in the Reserve Account shall be invested in Eligible Investments by or at the written direction of the Servicer, provided that if such Eligible Investments are not available or a Termination and Amortization Event shall have occurred, such investments shall be made in the investment described in subclause (iv) of the definition of Eligible Investments. Any such written directions shall specify the particular investment to be made and shall certify that such investment is an Eligible Investment and is permitted to be made under this Agreement. (v) The Servicer shall provide the Collateral Agent on the date hereof and from time to time an incumbency certificate or the substantial equivalent with respect to each officer of the Servicer that is authorized to provide instructions relating to investments in Eligible Investments in the Reserve Account. (vi) Realized losses, if any, on amounts invested in such Eligible Investments shall be charged against investment earnings on amounts on deposit in the Reserve Account, as applicable.
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Samples: Security Agreement (Americredit Corp), Security Agreement (Americredit Corp)
Reserve Account; Withdrawals; Releases. (i) There shall be established on the Closing Date and maintained, for the benefit of the Secured Parties, with the Collateral Agent, an Eligible Deposit Account (the “"Reserve Account”"), bearing a designation clearly --------------- indicating that the funds deposited therein are held in the name of the Collateral Agent, for the benefit of the Secured Parties. Subject to the terms hereof, the Collateral Agent shall possess all right, title and interest in and to all funds deposited from time to time in the Reserve Account.
(ii) There shall be deposited in the Reserve Account (x) on each Receivables Delivery Date, the related Reserve Account Deposit Amount transferred from the Funding Account, or if not so available from the Funding Account, then from the Servicer as described in Section 2.11(c)(i) hereof and (y) on each Remittance Date, the amount, if any, described in Section 2.3(a)(x) hereof on such Remittance Date.
(iii) Funds on deposit in the Reserve Account (other than investment earnings) shall be invested by the Collateral Agent (in the name of the Collateral Agent on behalf of the Secured Parties) in Eligible Investments that will mature so that such funds will be available on the Remittance Date following such investment. Investment earnings on amounts on deposit in the Reserve Account shall be deposited into the Collection Account immediately following receipt thereof.
(iv) Subject to clause (iii) above, funds on deposit in the Reserve Account shall be invested in Eligible Investments by or at the written direction of the Servicer, provided that if such Eligible Investments are not available or a Termination and Amortization Event shall have occurred, such investments shall be made in the investment described in subclause (iv) of the definition of Eligible Investments. Any such written directions shall specify the particular investment to be made and shall certify that such investment is an Eligible Investment and is permitted to be made under this Agreement.
(v) The Servicer shall provide the Collateral Agent on the date hereof and from time to time an incumbency certificate or the substantial equivalent with respect to each officer of the Servicer that is authorized to provide instructions relating to investments in Eligible Investments in the Reserve Account.
(vi) Realized losses, if any, on amounts invested in such Eligible Investments shall be charged against investment earnings on amounts on deposit in the Reserve Account, as applicable.
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Reserve Account; Withdrawals; Releases. (i) There shall be established on the Closing Date and maintained, for the benefit of the Secured Parties, with the Collateral Agent, an Eligible Deposit Account (the “"Reserve Account”"), bearing a designation --------------- clearly indicating that the funds deposited therein are held in the name of the Collateral Agent, for the benefit of the Secured Parties. Subject to the terms hereof, the Collateral Agent shall possess all right, title and interest in and to all funds deposited from time to time in the Reserve Account.
. On each Funding Date, the Debtor shall deposit (iior cause to be withheld from the proceeds of Related Commercial Paper) There shall be deposited in to the credit of the Reserve Account (x) on each Delivery Date, the related Reserve Account Deposit Amount transferred from the Funding Account, or if not so available from the Funding Account, then from the Servicer as described in Section 2.11(c)(i) hereof and (y) on each Remittance Date, the an amount, if any, described in Section 2.3(a)(x) hereof on such Remittance Dateequal to the amount required to fund the Reserve Account to the Reserve Account Floor.
(iiiii) Funds on deposit in the Reserve Account (other than investment earnings) shall be invested by the Collateral Agent (in the name of the Collateral Agent on behalf of the Secured Parties) in Eligible Investments that will mature so that such funds will be available on the Remittance Date following such investment. Investment earnings on amounts on deposit in the Reserve Account shall be deposited into the Collection Account immediately following receipt thereof.
(iviii) Subject to clause (iiiii) above, funds on deposit in the Reserve Account shall be invested in Eligible Investments by or at the written direction of the Servicer, provided that if such Eligible Investments are not available or a Termination and Amortization Event shall have occurred, such investments shall be made in the investment described in subclause (iv) of the definition of Eligible Investments. Any such written directions shall specify the particular investment to be made and shall certify that such investment is an Eligible Investment and is permitted to be made under this Agreement.
(viv) The Servicer shall provide the Collateral Agent on the date hereof and from time to time an incumbency certificate or the substantial equivalent with respect to each officer of the Servicer that is authorized to provide instructions relating to investments in Eligible Investments in the Reserve Account.
(viv) On the Termination Date, the Collateral Agent shall withdraw all amounts on deposit in the Reserve Account and deposit such amounts into the Collection Account. On the date on which the Aggregate Unpaids have been paid in full in cash, any funds remaining on deposit in the Reserve Account shall be paid to the Debtor. Realized losses, if any, on amounts invested in such Eligible Investments shall be charged against investment earnings on amounts on deposit in the Reserve Account, as applicable.
(i) In the event that Available Funds with respect to any Remittance Date are insufficient to provide for the payment of the amounts described in Section 2.3(a)(i) through (vi) hereof, the Collateral Agent shall make a withdrawal from the Reserve Account in the amount of such deficiency and the proceeds from such withdrawal shall be applied by the Collateral Agent to the required distributions and payments. Funds may also be released from the Reserve Account each month in accordance with Section 2.3(c).
(ii) In the event that on any day on which a Take-Out occurs after giving effect to clause (b)(i) above, the amount on deposit in the Reserve Account (calculated as of the date of the Take-Out) exceeds the Reserve Account Floor, the Collateral Agent shall (x) if no Termination Event or Potential Termination Event shall have occurred, release to the Debtor an amount equal to the excess of the amount on deposit in the Reserve Account over the Reserve Account Floor and (y) if a Termination Event shall have occurred, apply as part of Available Funds pursuant to Section 2.3 hereof an amount equal to the excess of the amount on deposit in the Reserve Account over the Reserve Account Floor.
(iii) In the event that on any Remittance Date after giving effect to the amounts required to be distributed pursuant to Section 2.3(a) and any amounts to be withdrawn pursuant to clause (b)(i) above, the amount on deposit in the Reserve Account exceeds the Required Reserve Account Amount, the Collateral Agent shall (x) if no Termination Event or Potential Termination Event shall have occurred, release to the Debtor an amount equal to the excess of the amount on deposit in the Reserve Account over the Required Reserve Account Amount and (y) if a Termination Event shall have occurred, apply as part of Available Funds pursuant to Section 2.3 hereof an amount equal to the excess of the amount on deposit in the Reserve Account over the Reserve Account Floor.
(iv) After the occurrence of the Termination Date upon the day on which the Net Investment is zero and the Aggregate Unpaids shall have been paid in full, in cash, the Collateral Agent shall release to the Debtor all amounts on deposit in the Reserve Account.
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Reserve Account; Withdrawals; Releases. (ia) There shall be established on the Closing Date and maintained, for the benefit of the Secured Parties, with the Collateral AgentFirst Union, an Eligible Deposit Account a segregated account (the “"Reserve Account”"), bearing a designation clearly indicating that the funds deposited therein are held in the name of the Collateral Agent, for the benefit of the Secured Parties. Subject to the terms hereof, the Collateral Agent shall possess all right, title and interest in and to all funds deposited from time to time in the Reserve Account.
(ii) There shall be deposited in . The Collateral Agent will maintain the Reserve Account (x) on each Delivery Date, at an Eligible Institution. If the related Reserve Account Deposit Amount transferred from the Funding Account, or if not so available from the Funding Account, then from the Servicer as described in Section 2.11(c)(i) hereof and (y) on each Remittance Date, the amount, if any, described in Section 2.3(a)(x) hereof on such Remittance Date.
(iii) Funds on deposit in the Reserve Account (other than investment earnings) shall be invested by the Collateral Agent (in the name of the Collateral Agent on behalf of the Secured Parties) in Eligible Investments that will mature so that such funds will be available on the Remittance Date following such investment. Investment earnings on amounts on deposit in Institution holding the Reserve Account shall cease to be deposited into an Eligible Institution, the Collection Collateral Agent shall have the right to direct the transfer of the Reserve Account immediately following receipt thereofto an Eligible Institution. On each Funding Date, the Debtor shall deposit to the credit of the Reserve Account an amount equal to an amount necessary to fund the Reserve Account to the Required Reserve Account Amount. The amount of any Reserve Account Guaranty shall be counted toward the amount of funds available in the Reserve Account.
(ivb) Subject to clause (iii) above, funds Funds on deposit in the Reserve Account shall be invested in "overnight" Eligible Investments by or at the written direction of the ServicerDebtor, provided that if such Eligible Investments are not available or a Termination and Amortization Event shall have occurred, such investments shall be made in as directed by the investment described in subclause (iv) of the definition of Eligible InvestmentsCollateral Agent. Any such written directions shall specify the particular investment to be made and shall certify that such investment is an "overnight" Eligible Investment and is permitted to be made under this Agreement. The Collateral Agent shall maintain possession of the negotiable instruments or securities, if any, evidencing the Eligible Investments from the time of purchaser thereof until the time of sale or maturity. Such investments shall be held in the name of the Collateral Agent for the benefit of the Secured Parties.
(vc) The Servicer shall provide the Collateral Agent on agrees that it shall not accept for credit to the date hereof Reserve Account any investment as to which it has knowledge of any adverse claim thereto. FUSI hereby agrees (and from time any other Securities Intermediary holding the Reserve Account shall so agree) to time an incumbency certificate or comply with all Entitlement Orders (as defined in Section 8-102 of the substantial equivalent 1994 Official Text of the Uniform Commercial Code) received by it with respect to each officer the Reserve Account from the Collateral Agent.
(d) No Eligible Investment in the Reserve Account may be liquidated or disposed of the Servicer that is authorized prior to provide instructions relating to investments in its maturity. All proceeds of any such Eligible Investments Investment shall be deposited in the Reserve Account.
. Investments may be made in the Reserve Account on any date (vi) provided such investments mature in accordance herewith), only after giving effect to deposits to and withdrawals from such account on such date. Realized losses, if any, on amounts invested in such Eligible Investments shall be charged against investment earnings on amounts on deposit in the Reserve Account, as applicable.
(e) The Debtor shall provide the Collateral Agent on the date hereof and from time to time an incumbency certificate or the substantial equivalent with respect to each officer of the Debtor that is authorized to provide instructions relating to investments in Eligible Investments in the Reserve Account.
(f) Eligible Investments shall be maintained by the Collateral Agent in such manner as may be necessary to maintain the first priority perfected security interest in favor of the Collateral Agent on behalf of the Secured Parties. FUSI agrees (and any other Securities Intermediary holding the Reserve Account shall so agree) that it shall not agree to comply with Entitlement Orders (as defined in Section 8-102 of the 1994 version of the Official Text of Article 8 of the Uniform Commercial Code) with respect to the Reserve Account given to it by any Person other than the Collateral Agent.
(g) [Reserved].
(h) With respect to any Remittance Date, in the event that Receipts of Interest plus any payments to the Debtor under any Acceptable Hedging Arrangement in accordance with Section 2.3(a) and any withdrawals from the Yield Supplement Account are insufficient to provide for the payment of the amounts described in Sections 2.3(a)(ii), (iv) and (v), the Collateral Agent shall make a withdrawal from the Reserve Account in the amount of such deficiency and the proceeds from such withdrawal shall be applied by the Collateral Agent to the required distributions and payments. Funds may also be released from the Reserve Account each month in accordance with Section 2.3(c).
(i) In the event that on any Remittance Date or day on which a Securitization or a Warehouse Transfer occurs after giving effect to clause (h) above, the amount on deposit in the Reserve Account (calculated as of the related Determination Date or the date of the Securitization or Warehouse Transfer, as applicable) exceeds the Required Reserve Account Amount, the Collateral Agent shall (i) if no Termination Event shall have occurred, release to the Debtor an amount equal to the excess of the amount on deposit in the Reserve Account over the Required Reserve Account Amount and (ii) if a Termination Event shall have occurred, apply as part of Available Funds pursuant to Section 2.3 an amount equal to the excess of the amount on deposit in the Reserve Account over the Required Reserve Account Amount.
(j) Following any date after the Termination Date on which the Net Investment is zero and the Secured Parties shall have received all Aggregate Unpaids, the Collateral Agent shall release to the Debtor all amounts on deposit in the Reserve Account.
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Reserve Account; Withdrawals; Releases. (i1) There shall be established on the Closing Date and maintained, for the benefit of the Secured Parties, with the Collateral Agent, an Eligible Deposit Account a segregated account (the “"Reserve Account”"), bearing a designation clearly indicating that the funds deposited therein are held in the name of the Collateral Agent, for the benefit of the Secured Parties. Subject to the terms hereof, the Collateral Agent shall possess all right, title and interest in and to all funds deposited from time to time in the Reserve Account.
(ii) There shall be deposited in . The Collateral Agent will maintain the Reserve Account (x) on each Delivery Date, at an Eligible Institution. If the related Reserve Account Deposit Amount transferred from the Funding Account, or if not so available from the Funding Account, then from the Servicer as described in Section 2.11(c)(i) hereof and (y) on each Remittance Date, the amount, if any, described in Section 2.3(a)(x) hereof on such Remittance Date.
(iii) Funds on deposit in the Reserve Account (other than investment earnings) shall be invested by the Collateral Agent (in the name of the Collateral Agent on behalf of the Secured Parties) in Eligible Investments that will mature so that such funds will be available on the Remittance Date following such investment. Investment earnings on amounts on deposit in Institution holding the Reserve Account shall cease to be deposited into an Eligible Institution, the Collection Collateral Agent shall have the right to direct the transfer of the Reserve Account immediately following receipt thereofto an Eligible Institution. On each Funding Date and each Prefunding Date, the Debtor shall deposit (or cause to be withheld from proceeds from the issuance of Related Commercial Paper) to the credit of the Reserve Account an amount equal to an amount necessary to fund the Reserve Account to the Re quired Reserve Account Amount. The amount of any Reserve Account Guaranty shall be counted toward the amount of funds available in the Reserve Account.
(iv2) Subject to clause (iii) above, funds Funds on deposit in the Reserve Account shall be invested in "overnight" Eligible Investments by or at the written direction of the ServicerDebtor, provided that if such Eligible Investments are not available or a Termination and Amortization Event shall have occurred, such investments shall be made in as directed by the investment described in subclause (iv) of the definition of Eligible InvestmentsCollateral Agent. Any such written directions shall specify the particular investment to be made and shall certify that such investment is an "overnight" Eligible Investment and is permitted to be made under this AgreementAgree ment.
(v3) The Servicer shall provide the Collateral Agent on agrees that it shall not accept for credit to the date hereof Reserve Account any investment as to which it has knowl edge of any adverse claim thereto. Bank of America hereby agrees (and from time any other Securities Intermediary holding the Reserve Account shall so agree) to time an incumbency certificate or comply with all Entitlement Orders (as defined in Section 8-102 of the substantial equivalent 1994 Official Text of the Uniform Commercial Code) received by it with respect to each officer the Reserve Account from the Collateral Agent.
(4) No Eligible Investment in the Reserve Account may be liquidated or disposed of the Servicer that is authorized prior to provide instructions relating to investments in its maturity. All proceeds of any such Eligible Investments Investment shall be deposited in the Reserve Account.
. Investments may be made in the Reserve Account on any date (vi) provided such investments mature in accordance herewith), only after giving effect to deposits to and withdrawals from such account on such date. Realized losses, if any, on amounts invested in such Eligible Investments shall be charged against investment earnings on amounts on deposit in the Reserve Account, as applicable.
(5) The Debtor shall provide the Collateral Agent on the date hereof and from time to time an incumbency certificate or the substantial equivalent with respect to each officer of the Debtor that is authorized to provide instructions relating to investments in Eligible Investments in the Reserve Account.
(6) Eligible Investments shall be maintained by the Collateral Agent in such manner as may be necessary to maintain the first priority perfected security interest in favor of the Collateral Agent on behalf of the Secured Parties. Bank of America agrees (and any other Securities Intermediary holding the Reserve Account shall so agree) that it shall not agree to comply with Entitlement Orders (as defined in Section 8-102 of the 1994 version of the Official Text of Article 8 of the Uniform Commercial Code) with respect to the Reserve Account given to it by any Person other than the Collateral Agent.
(b) Funds on deposit in the Reserve Account shall be invested by the Collateral Agent in "overnight" Eligible Investments that will mature so that such funds will be available, if needed, on the next day. The Collateral Agent shall maintain possession of the negotiable instruments or securities, if any, evidenc ing the Eligible Investments from the time of purchase thereof until the time of sale or maturity. Such investments shall be held in the name of the Collateral Agent, for the benefit of the Secured Parties.
(i) In the event that Available Funds with respect to any Remittance Date and any withdrawals from the Yield Supplement Account are insufficient to provide for the payment of the amounts described in Sections 2.3(a)(ii), (iv) and (v), the Collateral Agent shall make a withdrawal from the Reserve Account in the amount of such deficiency and the proceeds from such withdrawal shall be applied by the Collateral Agent to the required distributions and payments. Funds may also be released from the Reserve Account each month in accordance with Section 2.3(c).
(ii) In the event that on any Remittance Date or day on which a Securitization occurs after giving effect to clause (c)(i) above, the amount on deposit in the Reserve Account (calculated as of the related Determination Date or the date of the Securitization, as applicable) exceeds the Required Reserve Account Amount, the Collateral Agent shall (x) if no Termination Event shall have occurred, release to the Debtor an amount equal to the excess of the amount on deposit in the Reserve Account over the Required Reserve Account Amount and (y) if a Termina tion Event shall have occurred, apply as part of Available Funds pursuant to Section 2.3 an amount equal to the excess of the amount on deposit in the Reserve Account over the Required Reserve Account Amount.
(iii) After the occurrence of the Termination Date, the day on which the Net Investment is zero and the Secured Parties shall have received all Aggregate Unpaids the Collateral Agent shall release to the Debtor all amounts on deposit in the Reserve Account
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