Common use of Restricted Cash Account Clause in Contracts

Restricted Cash Account. (a) The Issuer shall establish on or prior to the Restricted Cash Effective Date, and shall thereafter maintain so long as any Outstanding Obligation remains unpaid, an Eligible Account in the name of the Issuer with the Indenture Trustee which shall be designated as the Restricted Cash Account, which account shall be held by the Indenture Trustee for the benefit of the Noteholders of all Series of Notes and each Series Enhancer pursuant to the terms of this Indenture and the related Supplements. On the Restricted Cash Effective Date, the Issuer will deposit (or cause to be deposited) into the Restricted Cash Account an amount equal to the Restricted Cash Amount, and amounts thereafter shall be deposited in the Restricted Cash Account in accordance with Section 302 hereof. The Restricted Cash Account shall only be relocated to another financial institution in accordance with the express provisions of Section 303(d) hereof. Any and all monies on deposit in the Restricted Cash Account shall be invested in Eligible Investments in accordance with this Indenture and shall be distributed in accordance with this Section 306. (b) On each Determination Date following the Restricted Cash Effective Date, the Indenture Trustee shall, in accordance with the Manager Report (or, in the absence of any Manager Report, in accordance with written instructions from the Administrative Agent), withdraw from the Restricted Cash Account and deposit into the Series Account for each Series an amount equal to the Deficiency Amount (determined after giving effect to all other deposits to the Series Account for such Series (other than funds transferred from the Restricted Cash Account)) on or prior to such Determination Date. Amounts transferred to the Series Account pursuant to the provisions of this Section 306(b) may only be used to pay amounts specified in the definition of “Permitted Payment Date Withdrawals”. If the amount on deposit in the Restricted Cash Account on a Determination Date is not sufficient to pay in full the aggregate Permitted Payment Date Withdrawals referred to in this Section 306(b), then the amount of funds then available in the Restricted Cash Account will be allocated among the various Series on a pro rata basis in proportion to the amount of their respective Permitted Payment Date Withdrawals. (c) On each Payment Date following the Restricted Cash Effective Date, the Indenture Trustee shall, in accordance with the Manager Report (or, in the absence of any Manager Report, in accordance with written instructions from the Administrative Agent), deposit in the Trust Account for distribution in accordance with the terms of this Indenture the excess, if any, of (A) the amounts then on deposit in the Restricted Cash Account (after giving effect to any withdrawals therefrom on such Payment Date) over (B) an amount equal to the Restricted Cash Amount for such Payment Date. On the Legal Final Maturity Date for the Series with the latest Legal Final Maturity Date, any remaining funds in the Restricted Cash Account shall be deposited in the Trust Account and, subject to the limitations set forth in the related Supplement, distributed in accordance with Section 302 of this Indenture and the related Supplement.

Restricted Cash Account. (a) The Issuer shall establish on On or prior to the Restricted Cash Effective Closing Date, the Indenture Trustee established and shall thereafter maintain so long as any Outstanding Obligation remains unpaid, in its name an Eligible Account in with the name Corporate Trust Office of the Issuer with the Indenture Trustee (in its capacity as Securities Intermediary of the Indenture Trustee) which shall be designated as the Restricted Cash Account, Account for all Series of Notes then Outstanding and which account shall be held by the Indenture Trustee for the benefit of the Noteholders of all Series of Notes and each Series Enhancer pursuant to the terms of this Indenture for the benefit of the Holders of all Notes and any Series Enhancer(s) with respect to such Notes. Any and all moneys remitted by the related Supplements. On Issuer, or Manager on its behalf, to the Restricted Cash Effective Account from the Trust Account, together with any Eligible Investments in which such moneys are or will be invested or reinvested, shall be held in the Restricted Cash Account for all Series. On each Payment Date, the Issuer will deposit (deposit, or cause to be deposited) , into the Restricted Cash Account an a sufficient amount of funds such that, after giving effect to such deposit, the amount of funds on deposit therein shall be equal to the Restricted Cash AmountTarget Balance, and thereafter amounts thereafter shall be deposited in the Restricted Cash Account in accordance with Section 302 hereof. The Restricted Cash Account shall only be relocated to another financial institution in accordance with the express provisions of Section 303(d) hereof302. Any and all monies moneys on deposit in the Restricted Cash Account shall be invested in Eligible Investments in accordance with this the Indenture and shall be distributed in accordance with this Section 306. (b) On each Determination Date following the Restricted Cash Effective Payment Date, the Indenture Trustee shall, in accordance with the Manager Report (or, in the absence of any absent a Manager Report, in accordance with pursuant to written instructions from the Administrative Transition Agent), with the consent of the Requisite Global Majority, withdraw from the Restricted Cash Account and deposit into the Series Account for each Series an amount equal to the Deficiency Amount excess, if any, of (A) the Permitted Payment Date Withdrawals over (B) the amounts then on deposit in the Series Account for such Series (determined after giving effect to all other deposits to the Series Account for such Series (other than funds transferred from the Restricted Cash Account)) on or prior to such Determination Date). Amounts transferred to the Series Account pursuant to the provisions of this Section 306(b) Such amounts may only be used to pay amounts specified in the definition of “Permitted Payment Date Withdrawals”. If on any Determination Date the amount Restricted Cash Amount on deposit in the Restricted Cash Account on a Determination Date is not sufficient to pay in full the excess of aggregate Permitted Payment Date Withdrawals referred to over amounts on deposit in this Section 306(b)such Series Accounts, then the amount of funds Restricted Cash Amount then available in the Restricted Cash Account will be allocated among the various Series on a pro rata basis in proportion to the amount of their respective Permitted Payment Date Withdrawals. (c) On each Payment Date following the Restricted Cash Effective Date, the Indenture Trustee shall, in accordance with the Manager Report (orReport, in the absence of any or absent a Manager Report, in accordance with pursuant to written instructions from the Administrative Transition Agent), with the consent of the Requisite Global Majority, withdraw from the Restricted Cash Account and deposit in the Trust Account for distribution in accordance with the terms Section 302 of this Indenture Indenture, the excess, if any, of (A) the amounts then on deposit in the Restricted Cash Account (after giving effect to any withdrawals therefrom on such Payment Date) over (B) an amount equal to the Restricted Cash Amount for such Payment Target Balance. Funds remaining in the Restricted Cash Account (if any) will be available to pay reimbursement of any unpaid amount of principal draws on the Policy to the Series Enhancer and, on the Legal Final Maturity Date of the Series of Notes with the latest Legal Final Maturity Date, principal shortfalls in accordance with the terms hereof. On the Legal Final Maturity Date for the Series Notes with the latest Legal Final Maturity Date, any remaining funds in the Restricted Cash Account shall be deposited in the Trust Account and, and subject to the limitations set forth in the related Supplement, any such Supplement distributed in accordance with Section 302 of this Indenture and the related Supplement.

Restricted Cash Account. (a) The Issuer shall establish on On or prior to the Closing Date, the Borrower shall establish and maintain the Restricted Cash Effective Date, and Account. The Restricted Cash Account shall thereafter maintain so long as any Outstanding Obligation remains unpaid, an Eligible Account be established in the name of the Issuer with the Indenture Trustee which shall be designated as the Restricted Cash AccountBorrower, which account shall be held by the Indenture Trustee for the benefit of the Noteholders Administrative Agent (on behalf of all Series of Notes and each Series Enhancer pursuant the Secured Parties), with a bank or trust company acceptable to the terms of this Indenture Administrative Agent and the related SupplementsRequired Lenders. On the The Restricted Cash Effective Account shall at all times be under the “control” (as defined in the UCC) of the Administrative Agent for the benefit of the Secured Parties. (b) On or before the Closing Date, the Issuer Borrower will deposit (deposit, or cause to be deposited) , into the Restricted Cash Account an a sufficient amount of funds such that, after giving effect to such deposit, the amount of funds on deposit therein shall be equal to the Restricted Cash AmountTarget Balance in effect on the Closing Date, and thereafter amounts thereafter shall be deposited in the Restricted Cash Account in accordance with Section 302 hereof. The Restricted Cash Account shall only be relocated to another financial institution in accordance with the express provisions of Section 303(d) hereof4.1. Any and all monies moneys on deposit in the Restricted Cash Account shall be invested in Eligible Investments in accordance with this Indenture Section 4.2 and shall be distributed in accordance with this Section 3064.3. (bc) On each Determination Date following the Restricted Cash Effective Payment Date, the Indenture Trustee Administrative Agent shall, in accordance with the Manager Report (or, in the absence of any absent a Manager Report, in accordance with pursuant to written instructions from the Administrative Agent)Required Lenders, withdraw from the Restricted Cash Account and deposit into the Series Account for remit directly to each Series Lender its pro rata share of an amount equal to the Deficiency Amount excess, if any, of (A) the Permitted Payment Date Withdrawals over (B) the amounts then on deposit in the Trust Account (determined after giving effect to all other deposits to the Series Account for Trust Account) available to make such Series (other than funds transferred from the Restricted Cash Account)) on or prior to such Determination Datepayments. Amounts transferred to the Series Account pursuant to the provisions of this Section 306(b) Such amounts may only be used to pay amounts specified in the definition of “Permitted Payment Date Withdrawals”. If the amount on deposit in the Restricted Cash Account on a Determination Date is not sufficient to pay in full the aggregate Permitted Payment Date Withdrawals referred to in this Section 306(b), then the amount of funds then available in the Restricted Cash Account will be allocated among the various Series on a pro rata basis in proportion to the amount of their respective Permitted Payment Date Withdrawals. (cd) On each Payment Date following the Restricted Cash Effective Date, the Indenture Trustee Administrative Agent shall, in accordance with the Manager Report (orReport, in the absence of any or absent a Manager Report, in accordance with pursuant to written instructions from the Administrative Agent)Required Lenders, withdraw from the Restricted Cash Account and deposit in the Trust Account for distribution in accordance with the terms Section 4.1 of this Indenture Credit Agreement, the excess, if any, of (A) the amounts then on deposit in the Restricted Cash Account (after giving effect to any withdrawals therefrom on such Payment Date) over (B) an amount equal to the Restricted Cash Amount for such Payment DateTarget Balance. On the Legal Final Maturity Date for the Series with the latest Legal Final Maturity Date, any remaining funds in the Restricted Cash Account shall be deposited in the Trust Account and, subject to the limitations set forth in the related Supplement, and distributed in accordance with Section 302 4.1 of this Indenture and the related SupplementCredit Agreement.

Restricted Cash Account. (a) The Issuer shall establish on or prior to the Restricted Cash Effective Date, Indenture Trustee has established and shall thereafter will maintain so long as any Outstanding Obligation remains unpaid, an Eligible Account in the name of the Issuer Indenture Trustee an Eligible Account with the Indenture Trustee Corporate Trust Office which shall be designated as the restricted cash account (the “Restricted Cash Account, ”) for all Series and which account shall be held by the Indenture Trustee for the benefit of the Noteholders of all Series of Notes and each Series Enhancer pursuant to the terms of this Indenture and the related Supplements. On Any and all moneys remitted by the Issuer, or Manager on its behalf, to the Restricted Cash Effective DateAccount from the Trust Account, together with any Eligible Investments in which such moneys are or will be invested or reinvested, shall be held in the Restricted Cash Account for all Series. On the issuance date of any Series, the Issuer will deposit (deposit, or cause to be deposited) , into the Restricted Cash Account an sufficient amount of funds such that, after giving effect to such deposit, the amount of funds on deposit therein shall be equal to the Restricted Cash Amount, and thereafter amounts thereafter shall be deposited in the Restricted Cash Account in accordance with Section 302 hereof. The Restricted Cash Account shall only be relocated 302, or as additional amounts from time to another financial institution in accordance with the express provisions of Section 303(d) hereoftime at Issuer’s option. Any and all monies on deposit in moneys remitted by the Indenture Trustee to the Restricted Cash Account shall be invested in Eligible Investments in accordance with this Indenture and shall be distributed in accordance with this Section 306.. 119711828\V-7 (b) On each Determination Date following the Restricted Cash Effective Date, the Indenture Trustee shall, in accordance with the terms of each applicable Supplement and the Manager Report (or, in the absence of any a Manager Report, in accordance with pursuant to written instructions from the Administrative Agent), withdraw from the Restricted Cash Account and deposit into the Series Account for each affected Series an amount equal to the Deficiency Amount (determined after giving effect to all other deposits to the Series Account Permitted Payment Date Withdrawals for such Series (other than funds transferred from the Restricted Cash Account)) on or prior to such Determination DateSeries. Amounts transferred to the a Series Account pursuant to the provisions of this Section 306(b) may only be used to pay amounts specified in the definition of “Permitted Payment Date Withdrawals”. Any other conditions or restrictions related to such draw for a specific Series shall be set forth in the related Supplement. (c) On each Payment Date, the Indenture Trustee shall, in accordance with the Manager Report or, in the absence of a Manager Report, pursuant to written instructions from the Administrative Agent, deposit in the Trust Account for distribution in accordance with Section 302 of this Indenture the excess, if any, of (A) amounts then on deposit in the Restricted Cash Account (after giving effect to any withdrawals therefrom on such Payment Date) over (B) the Restricted Cash Amount. On the Legal Final Payment Date for the Series with the latest Legal Final Payment Date, any remaining funds in the Restricted Cash Account shall be deposited in the Trust Account and, subject to the limitations set forth in any Supplement, distributed in accordance with Section 302 of this Indenture and the related Supplements. (d) If the amount on deposit in the Restricted Cash Account on a Determination Date is not sufficient to pay in full the aggregate Permitted Payment Date Withdrawals referred to in this Section 306(b)) above, then the amount of funds then available in the Restricted Cash Account will be allocated among the various Series on a pro rata basis in proportion to the amount of their respective Permitted Payment Date Withdrawals. (ce) On each Payment Date following In addition to the Restricted Cash Effective Datewithdrawals set forth in Section 306(b) above, on any date on which an Event of Default has occurred and is continuing and the Indenture Trustee shall, in accordance with the Manager Report (or, in the absence of any Manager Report, in accordance with written instructions from the Administrative Agent), deposit in the Trust Account for distribution Notes have been accelerated in accordance with the terms of this Indenture, the Indenture Trustee, acting at the excessdirection of the Requisite Global Majority, if any, of (A) the shall withdraw all amounts then on deposit in the Restricted Cash Account (after giving effect and use such amounts to any withdrawals therefrom pay the sum of interest and arrearages then payable on such Payment Date) over (B) an amount equal to the Restricted Cash Amount for such Payment Date. On Notes plus the Legal Final Maturity Date for the Series Aggregate Principal Balance in accordance with the latest Legal Final Maturity Date, any remaining funds in the Restricted Cash Account shall be deposited in the Trust Account and, subject to the limitations priorities set forth in the related Supplement, distributed in accordance with Section 302 of this Indenture and the related Supplement806 hereof.

Restricted Cash Account. (a) The Issuer Agent shall establish on or prior to the Restricted Cash Effective Date, and shall thereafter maintain so long as any Outstanding Obligation remains unpaid, in its name an Eligible Account in the name of the Issuer with the Indenture Trustee account which shall be designated as the restricted cash account (the "Restricted Cash Account, ") and which account shall be held by the Indenture Trustee Agent for the benefit of itself and the Lenders pursuant to this Agreement. The Restricted Cash Account shall be under the "control" (as defined in the UCC) of the Agent for the benefit of the Noteholders of Lenders. Any and all Series of Notes and each Series Enhancer pursuant moneys remitted by the Borrower, or the Servicer on its behalf, to the terms of this Indenture and the related Supplements. On the Restricted Cash Effective Date, the Issuer will deposit (or cause to be deposited) into the Restricted Cash Account an amount equal to from the Trust Account, together with any Eligible Investments in which such moneys are or will be invested or reinvested, shall be held in the Restricted Cash AmountAccount. No amounts shall be required to be deposited in the Restricted Cash Account on the Closing Date. Thereafter, and amounts thereafter shall be deposited in into the Restricted Cash Account in accordance with Section 302 hereof. The Restricted Cash Account shall only be relocated to another financial institution in accordance with the express provisions of Section 303(d2.18(b) hereof. Any and all monies on deposit in moneys remitted by the Agent to the Restricted Cash Account shall be invested in Eligible Investments in accordance with this Indenture Agreement and shall be distributed in accordance with this Section 3062.19. (b) On each Determination Date following the Restricted Cash Effective Date, the Indenture Trustee Agent shall, in accordance with the Manager Report (or, in the absence of any Manager Servicer Report, in accordance with written instructions from the Administrative Agent), withdraw from the Restricted Cash Account and deposit into the Series Trust Account for each Series an amount equal to the Deficiency Amount excess, if any, of (A) the Note Interest Payment over (B) amounts then on deposit in the Trust Account (determined after giving effect to all other deposits to the Series Trust Account for such Series (other than funds transferred from the Restricted Cash Account)) on or prior to such Determination Date. Amounts transferred to the Series Account pursuant to the provisions of this Section 306(b) may only be used to pay amounts specified in the definition of “Permitted Payment Date Withdrawals”. If the amount on deposit in the Restricted Cash Account on a Determination Date is not sufficient to pay in full the aggregate Permitted Payment Date Withdrawals referred to in this Section 306(b), then the amount of funds then available in the Restricted Cash Account will be allocated among the various Series on a pro rata basis in proportion to the amount of their respective Permitted Payment Date Withdrawals. (c) On each Payment Date following the Restricted Cash Effective Date, the Indenture Trustee shall, in accordance with the Manager Report (or, in the absence of any Manager Report, in accordance with written instructions from the Administrative Agent), Agent shall apply and deposit in the Trust Account for distribution in accordance with the terms Section 2.18(b) of this Indenture Agreement, the excess, if any, of (A) the amounts then on deposit in the Restricted Cash Account (after giving effect to any withdrawals therefrom on such Payment Date) over (B) an amount equal to the Restricted Cash Amount for such Payment Date. Amount. (d) On earliest to occur of an Early Amortization Event, an Event of Default or the Legal Final Maturity Date for the Series with the latest Legal Final Maturity Date, any remaining funds in the Restricted Cash Account shall be deposited in the Trust Account and, subject to the limitations set forth in the related Supplement, be distributed in accordance with Section 302 2.18(b) of this Indenture and the related SupplementAgreement.

Restricted Cash Account. (a) The Issuer Agent shall establish on or prior to the Restricted Cash Effective Date, and shall thereafter maintain so long as any Outstanding Obligation remains unpaid, in its name an Eligible Account in the name of the Issuer with the Indenture Trustee account which shall be designated as the restricted cash account (the “Restricted Cash Account, ”) and which account shall be held by the Indenture Trustee Agent for the benefit of itself and the Lenders pursuant to this Agreement. The Restricted Cash Account shall be under the “control” (as defined in the UCC) of the Agent for the benefit of the Noteholders of Lenders. Any and all Series of Notes and each Series Enhancer pursuant moneys remitted by the Borrower, or the Servicer on its behalf, to the terms of this Indenture and the related Supplements. On the Restricted Cash Effective Date, the Issuer will deposit (or cause to be deposited) into the Restricted Cash Account an amount equal to from the Trust Account, together with any Eligible Investments in which such moneys are or will be invested or reinvested, shall be held in the Restricted Cash AmountAccount. No amounts shall be required to be deposited in the Restricted Cash Account on the Closing Date. Thereafter, and amounts thereafter shall be deposited in into the Restricted Cash Account in accordance with Section 302 hereof. The Restricted Cash Account shall only be relocated to another financial institution in accordance with the express provisions of Section 303(d2.18(b) hereof. Any and all monies on deposit in moneys remitted by the Agent to the Restricted Cash Account shall be invested in Eligible Investments in accordance with this Indenture Agreement and shall be distributed in accordance with this Section 3062.19. (b) On each Determination Date following the Restricted Cash Effective Date, the Indenture Trustee Agent shall, in accordance with the Manager Report (or, in the absence of any Manager Servicer Report, in accordance with written instructions from the Administrative Agent), withdraw from the Restricted Cash Account and deposit into remit to the Series Account for each Series Class A Lenders an amount equal to the Deficiency Amount excess, if any, of (A) the aggregate Class A Note Interest Payment payable on such Payment Date, over (B) amounts then on deposit in the Trust Account (determined after giving effect to all other deposits to the Series Trust Account for such Series (other than funds transferred from the Restricted Cash Account)) on or prior to such Determination Date. Amounts transferred to ) and available for the Series Account pursuant to payment of such Class A Note Interest Payment in accordance with the provisions priority of this payments set forth in Section 306(b) may only be used to pay amounts specified in the definition of “Permitted Payment Date Withdrawals”. If the amount on deposit in the Restricted Cash Account on a Determination Date is not sufficient to pay in full the aggregate Permitted Payment Date Withdrawals referred to in this Section 306(b), then the amount of funds then available in the Restricted Cash Account will be allocated among the various Series on a pro rata basis in proportion to the amount of their respective Permitted Payment Date Withdrawals2.18. (c) On each Payment Date following the Restricted Cash Effective Date, the Indenture Trustee shall, in accordance with the Manager Report (or, in the absence of any Manager Report, in accordance with written instructions from the Administrative Agent), Agent shall apply and deposit in the Trust Account for distribution in accordance with the terms Section 2.18(b) of this Indenture Agreement, the excess, if any, of (A) the amounts then on deposit in the Restricted Cash Account (after giving effect to any withdrawals therefrom on such Payment Date) over (B) an amount equal to the Restricted Cash Amount for such Payment Date. . (d) On earliest to occur of (i) the Legal Final Maturity Payment Date for on which the Series with Aggregate Class A Note Principal Balance has been reduced to zero and the latest Legal Commitments of all of the Class A Lenders has been terminated, (ii) the date on which an Early Amortization Event occurs, (iii) the date on which an Event of Default occurs and (iv) the Final Maturity Date, any remaining funds in the Restricted Cash Account shall be deposited in the Trust Account and, subject to the limitations set forth in the related Supplement, be distributed in accordance with Section 302 2.18(b) of this Indenture and the related SupplementAgreement.

Restricted Cash Account. (a) The Issuer Agent shall establish on or prior to the Restricted Cash Effective Date, and shall thereafter maintain so long as any Outstanding Obligation remains unpaid, in its name an Eligible Account in the name of the Issuer with the Indenture Trustee account which shall be designated as the restricted cash account (the "Restricted Cash Account, ") and which account shall be held by the Indenture Trustee Agent for the benefit of itself and the Noteholders of all Series of Notes and each Series Enhancer Lenders pursuant to this Agreement. Any and all moneys remitted by the terms of this Indenture and Borrower, or the related Supplements. On the Restricted Cash Effective DateServicer on its behalf, the Issuer will deposit (or cause to be deposited) into the Restricted Cash Account an amount equal to from the Trust Account, together with any Eligible Investments in which such moneys are or will be invested or reinvested, shall be held in the Restricted Cash AmountAccount. No amounts shall be required to be deposited in the Restricted Cash Account on the Closing Date. Thereafter, and amounts thereafter shall be deposited in into the Restricted Cash Account in accordance with Section 302 hereof. The Restricted Cash Account shall only be relocated to another financial institution in accordance with the express provisions of Section 303(d2.18(b) hereof. Any and all monies on deposit in moneys remitted by the Agent to the Restricted Cash Account shall be invested in Eligible Investments in accordance with this Indenture Agreement and shall be distributed in accordance with this Section 3062.19. (b) On each Determination Date following the Restricted Cash Effective Date, the Indenture Trustee Agent shall, in accordance with the Manager Report (or, in the absence of any Manager Servicer Report, in accordance with written instructions from the Administrative Agent), withdraw from the Restricted Cash Account and deposit into the Series Trust Account for each Series an amount equal to the Deficiency Amount excess, if any, of (A) the Note Interest Payment over (B) amounts then on deposit in the Trust Account (determined after giving effect to all other deposits to the Series Trust Account for such Series (other than funds transferred from the Restricted Cash Account)) on or prior to such Determination Date. Amounts transferred to the Series Account pursuant to the provisions of this Section 306(b) may only be used to pay amounts specified in the definition of “Permitted Payment Date Withdrawals”. If the amount on deposit in the Restricted Cash Account on a Determination Date is not sufficient to pay in full the aggregate Permitted Payment Date Withdrawals referred to in this Section 306(b), then the amount of funds then available in the Restricted Cash Account will be allocated among the various Series on a pro rata basis in proportion to the amount of their respective Permitted Payment Date Withdrawals. (c) On each Payment Date following the Restricted Cash Effective Date, the Indenture Trustee shall, in accordance with the Manager Report (or, in the absence of any Manager Report, in accordance with written instructions from the Administrative Agent), Agent shall apply and deposit in the Trust Account for distribution in accordance with the terms Section 2.18(b) of this Indenture Agreement, the excess, if any, of (A) the amounts then on deposit in the Restricted Cash Account (after giving effect to any withdrawals therefrom on such Payment Date) over (B) an amount equal to the Restricted Cash Amount for such Payment Date. Amount. (d) On earliest to occur of an Early Amortization Event, an Event of Default or the Legal Final Maturity Date for the Series with the latest Legal Final Maturity Date, any remaining funds in the Restricted Cash Account shall be deposited in the Trust Account and, subject to the limitations set forth in the related Supplement, be distributed in accordance with Section 302 2.18(b) of this Indenture and the related SupplementAgreement.

Restricted Cash Account. (a) The Issuer Indenture Trustee shall establish on or prior to and maintain in the Restricted Cash Effective Date, and shall thereafter maintain so long as any Outstanding Obligation remains unpaid, name of the Indenture Trustee an Eligible Account in the name of the Issuer Indenture Trustee with the Indenture Trustee Corporate Trust Office which shall be designated as the restricted cash account (the “Restricted Cash Account, ”) for all Series and which account shall be held by the Indenture Trustee for the benefit of the Noteholders of all Series of Notes and each Series Enhancer pursuant to the terms of this Indenture and the related Supplements. On Any and all moneys remitted by the Issuer, or Manager on its behalf, to the Restricted Cash Effective DateAccount from the Trust Account, together with any Eligible Investments in which such moneys are or will be invested or reinvested, shall be held in the Restricted Cash Account for all Series. On the issuance date of any Series, the Issuer will deposit (deposit, or cause to be deposited) , into the Restricted Cash Account an sufficient amount of funds such that, after giving effect to such deposit, the amount of funds on deposit therein shall be equal to the Restricted Cash Amount, and thereafter amounts thereafter shall be deposited in the Restricted Cash Account in accordance with Section 302 hereof. The Restricted Cash Account shall only be relocated to another financial institution in accordance with the express provisions of Section 303(d) hereof302. Any and all monies on deposit in moneys remitted by the Indenture Trustee to the Restricted Cash Account shall be invested in Eligible Investments in accordance with this Indenture and shall be distributed in accordance with this Section 306. (b) On each Determination Date following the Restricted Cash Effective Date, the Indenture Trustee shall, in accordance with the terms of each applicable Supplement and the Manager Report (or, in the absence of any a Manager Report, in accordance with pursuant to written instructions from the Administrative Agent), withdraw from the Restricted Cash Account and deposit into the Series Account for each affected Series an amount equal to the Deficiency Amount (determined after giving effect to all other deposits to the Series Account Permitted Payment Date Withdrawals for such Series (other than funds transferred from the Restricted Cash Account)) on or prior to such Determination DateSeries. Amounts transferred to the a Series Account pursuant to the provisions of this Section 306(b) may only be used to pay amounts specified in the definition of “Permitted Payment Date Withdrawals”. If the amount on deposit Any other conditions or restrictions related to such draw for a specific Series shall be set forth in the Restricted Cash Account on a Determination Date is not sufficient to pay in full the aggregate Permitted Payment Date Withdrawals referred to in this Section 306(b), then the amount of funds then available in the Restricted Cash Account will be allocated among the various Series on a pro rata basis in proportion to the amount of their respective Permitted Payment Date Withdrawalsrelated Supplement. (c) On each Payment Date following the Restricted Cash Effective Date, the Indenture Trustee shall, in accordance with the Manager Report (or, in the absence of any a Manager Report, in accordance with pursuant to written instructions from the Administrative Agent), deposit in the Trust Account for distribution in accordance with the terms Section 302 of this Indenture the excess, if any, of (A) the amounts then on deposit in the Restricted Cash Account (after giving effect to any withdrawals therefrom on such Payment Date) over (B) an amount equal to the Restricted Cash Amount for such Payment DateAmount. On the Legal Final Maturity Date for the Series with the latest Legal Final Maturity Date, any remaining funds in the Restricted Cash Account shall be deposited in the Trust Account and, subject to the limitations set forth in the related any Supplement, distributed in accordance with Section 302 of this Indenture and the related SupplementSupplements. (d) If the amount on deposit in the Restricted Cash Account on a Determination Date is not sufficient to pay in full the aggregate Permitted Payment Date Withdrawals referred to in Section 306(b) above, then the amount of funds then available in the Restricted Cash Account will be allocated among the various Series on a pro rata basis in proportion to the amount of their respective Permitted Payment Date Withdrawals. (e) In addition to the withdrawals set forth in Section 306(b) above, on any date on which an Event of Default has occurred and is continuing and the Notes have been accelerated in accordance with the terms of this Indenture, the Indenture Trustee, acting at the direction of the Requisite Global Majority, shall withdraw all amounts on deposit in the Restricted Cash Account and use such amounts to pay the sum of interest and arrearages then payable on the Notes plus the Aggregate Principal Balance in accordance with the priorities set forth in Section 806 hereof.

Restricted Cash Account. (a) The Issuer shall establish on or prior to the Restricted Cash Effective Date, Indenture Trustee has established and shall thereafter will maintain so long as any Outstanding Obligation remains unpaid, an Eligible Account in the name of the Issuer Indenture Trustee an Eligible Account with the Indenture Trustee Corporate Trust Office which shall be designated as the restricted cash account (the “Restricted Cash Account, ”) for all Series and which account shall be held by the Indenture Trustee for the benefit of the Noteholders of all Series of Notes and each Series Enhancer pursuant to the terms of this Indenture and the related Supplements. On Any and all moneys remitted by the Issuer, or Manager on its behalf, to the Restricted Cash Effective DateAccount from the Trust Account, together with any Eligible Investments in which such moneys are or will be invested or reinvested, shall be held in the Restricted Cash Account for all Series. On the issuance date of any Series, the Issuer will deposit (deposit, or cause to be deposited) , into the Restricted Cash Account an sufficient amount of funds such that, after giving effect to such deposit, the amount of funds on deposit therein shall be equal to the Restricted Cash Amount, and thereafter amounts thereafter shall be deposited in the Restricted Cash Account in accordance with Section 302 hereof. The Restricted Cash Account shall only be relocated 302, or as additional amounts from time to another financial institution in accordance with the express provisions of Section 303(d) hereoftime at Issuer’s option. Any and all monies on deposit in moneys remitted by the Indenture Trustee to the Restricted Cash Account shall be invested in Eligible Investments in accordance with this Indenture and shall be distributed in accordance with this Section 306. (b) On each Determination Date following the Restricted Cash Effective Date, the Indenture Trustee shall, in accordance with the terms of each applicable Supplement and the Manager Report (or, in the absence of any a Manager Report, in accordance with pursuant to written instructions from the Administrative Agent), withdraw from the Restricted Cash Account and deposit into the Series Account for each affected Series an amount equal to the Deficiency Amount (determined after giving effect to all other deposits to the Series Account Permitted Payment Date Withdrawals for such Series (other than funds transferred from the Restricted Cash Account)) on or prior to such Determination DateSeries. Amounts transferred to the a Series Account pursuant to the provisions of this Section 306(b) may only be used to pay amounts specified in the definition of “Permitted Payment Date Withdrawals”. Any other conditions or restrictions related to such draw for a specific Series shall be set forth in the related Supplement. (c) On each Payment Date, the Indenture Trustee shall, in accordance with the Manager Report or, in the absence of a Manager Report, pursuant to written instructions from the Administrative Agent, deposit in the Trust Account for distribution in accordance with Section 302 of this Indenture the excess, if any, of (A) amounts then on deposit in the Restricted Cash Account (after giving effect to any withdrawals therefrom on such Payment Date) over (B) the Restricted Cash Amount. On the Legal Final Payment Date for the Series with the latest Legal Final Payment Date, any remaining funds in the Restricted Cash Account shall be deposited in the Trust Account and, subject to the limitations set forth in any Supplement, distributed in accordance with Section 302 of this Indenture and the related Supplements. (d) If the amount on deposit in the Restricted Cash Account on a Determination Date is not sufficient to pay in full the aggregate Permitted Payment Date Withdrawals referred to in this Section 306(b)) above, then the amount of funds then available in the Restricted Cash Account will be allocated among the various Series on a pro rata basis in proportion to the amount of their respective Permitted Payment Date Withdrawals. (ce) On each Payment Date following In addition to the Restricted Cash Effective Datewithdrawals set forth in Section 306(b) above, on any date on which an Event of Default has occurred and is continuing and the Indenture Trustee shall, in accordance with the Manager Report (or, in the absence of any Manager Report, in accordance with written instructions from the Administrative Agent), deposit in the Trust Account for distribution Notes have been accelerated in accordance with the terms of this Indenture, the Indenture Trustee, acting at the excessdirection of the Requisite Global Majority, if any, of (A) the shall withdraw all amounts then on deposit in the Restricted Cash Account (after giving effect and use such amounts to any withdrawals therefrom pay the sum of interest and arrearages then payable on such Payment Date) over (B) an amount equal to the Restricted Cash Amount for such Payment Date. On Notes plus the Legal Final Maturity Date for the Series Aggregate Principal Balance in accordance with the latest Legal Final Maturity Date, any remaining funds in the Restricted Cash Account shall be deposited in the Trust Account and, subject to the limitations priorities set forth in the related Supplement, distributed in accordance with Section 302 of this Indenture and the related Supplement806 hereof.

Restricted Cash Account. (a) The Issuer On the Issue Date, the Company shall establish on or prior to deposit the Restricted Cash Effective Date, and shall thereafter maintain so long as any Outstanding Obligation remains unpaid, an Eligible Account in the name of the Issuer with the Indenture Trustee which shall be designated as Amount into the Restricted Cash Account. The Collateral Agent shall hold such Restricted Cash Amount, which account shall be held by and any interest or earnings thereon, in the Indenture Trustee Restricted Cash Account for the benefit of the Noteholders Trustee and the Holders. Except as expressly set forth in this Section 17.10, the Company shall not be permitted to receive distributions or otherwise direct disbursements of all Series any amounts on deposit in the Restricted Cash Account. (b) If the Company fails to make timely payment of regularly scheduled interest on the Notes at the times and each Series Enhancer in the manner provided by Section 4.01 and the Notes, the Trustee shall direct the Collateral Agent to release to the Trustee (or to the Paying Agent, if other than the Trustee), and the Collateral Agent shall promptly disburse by wire transfer or internal transfer to the Trustee (or to the Paying Agent, if other than the Trustee), an amount of cash equal to the amount of interest due on such Interest Payment Date. The Trustee (or the Paying Agent, if other than the Trustee) shall apply such disbursements to the payment of interest that was due on such Interest Payment Date. (c) Following the timely payment by the Company of regularly scheduled interest on the Notes in the manner provided by Section 4.01 and the Notes, the Company may seek release of cash in an amount (regardless of whether the Company elects to pay such interest on the Notes in cash or, if the Equity Payment Conditions are met, in cash or in shares of Common Stock pursuant to the terms of this Indenture and Indenture) so that the related Supplements. On the Restricted Cash Effective Date, the Issuer will amount on deposit (or cause to be deposited) into in the Restricted Cash Account an amount after giving effective to such release is at least equal to the Restricted Cash Amount. To effect the release contemplated by this Section 17.10(c), the Company shall deliver an Officers’ Certificate (but for the avoidance of doubt, the Company shall not be required to deliver an Opinion of Counsel) to the Trustee and Collateral Agent covering the matters set forth in Section 18.05, specifying the requested amount of release and certifying that the amounts thereafter remaining on deposit after giving effect to the requested release is at least equal to the Restricted Cash Amount. (d) The Company may from time to time direct the Collateral Agent in writing to invest the amounts on deposit in the Restricted Cash Account in Governmental Obligations. In order to effectuate the distributions contemplated by this Section 17.10, the Collateral Agent is authorized to liquidate some or all of such investments as and when necessary to make such distributions. None of the Collateral Agent, the Trustee or any of their agents shall be deposited have any responsibility or liability to the Company, the Holders or any other Person for any loss which may result from any investment made pursuant to this Indenture, or for any loss resulting from the sale of any such investment. In the absence of written investment instruction in accordance with this Section 17.10(d), the deposits in the Restricted Cash Account shall remain uninvested in cash. (e) Upon any disbursements from the Restricted Cash Account in accordance with this Section 302 hereof. The Restricted Cash Account 17.10, the Lien of the Collateral Agent on the amount of such disbursement shall only be relocated to another financial institution in accordance with automatically released without any further action of any party. (f) Upon satisfaction of the express provisions of Section 303(d) hereof. Any and all monies 17.09, any amounts remaining on deposit in the Restricted Cash Account shall be invested in Eligible Investments in accordance with this Indenture and shall be distributed in accordance with this Section 306disbursed to the Company or its designee. (bg) On each Determination Date following The Company may direct the Restricted Cash Effective Date, the Indenture Trustee shall, Collateral Agent to release to a Holder all or a portion of any Interest Make-Whole Payment that may be due to such holder in accordance connection with the Manager Report (or, in the absence conversion of any Manager Report, in accordance with written instructions from the Administrative Agent), withdraw from the Restricted Cash Account and deposit into the Series Account for each Series an amount equal to the Deficiency Amount (determined after giving effect to all other deposits to the Series Account for such Series (other than funds transferred from the Restricted Cash Account)) on or prior to such Determination Date. Amounts transferred to the Series Account pursuant to the provisions of this Section 306(b) may only be used to pay amounts specified in the definition of “Permitted Payment Date Withdrawals”. If the amount on deposit in the Restricted Cash Account on a Determination Date is not sufficient to pay in full the aggregate Permitted Payment Date Withdrawals referred to in this Section 306(b), then the amount of funds then available in the Restricted Cash Account will be allocated among the various Series on a pro rata basis in proportion to the amount of their respective Permitted Payment Date WithdrawalsHolder’s Notes. (c) On each Payment Date following the Restricted Cash Effective Date, the Indenture Trustee shall, in accordance with the Manager Report (or, in the absence of any Manager Report, in accordance with written instructions from the Administrative Agent), deposit in the Trust Account for distribution in accordance with the terms of this Indenture the excess, if any, of (A) the amounts then on deposit in the Restricted Cash Account (after giving effect to any withdrawals therefrom on such Payment Date) over (B) an amount equal to the Restricted Cash Amount for such Payment Date. On the Legal Final Maturity Date for the Series with the latest Legal Final Maturity Date, any remaining funds in the Restricted Cash Account shall be deposited in the Trust Account and, subject to the limitations set forth in the related Supplement, distributed in accordance with Section 302 of this Indenture and the related Supplement.

Restricted Cash Account. (a) The Issuer shall establish on or prior to the Restricted Cash Effective Initial Closing Date, and shall thereafter maintain so long as any Outstanding Obligation remains unpaid, an Eligible Account in the name of the Issuer with the Indenture Trustee which shall be designated as the Restricted Cash Account, which account shall be held by the Indenture Trustee for the benefit of the Noteholders of all Series of Notes and each Series Enhancer pursuant to the terms of this Indenture and the related Supplements. On the Restricted Cash Restatement Effective Date, the Issuer will deposit (or cause to be deposited) into the Restricted Cash Account an amount equal to the Restricted Cash Amount, and amounts thereafter shall be deposited in the Restricted Cash Account in accordance with Section 302 hereof. The Restricted Cash Account shall only be relocated to another financial institution in accordance with the express provisions of Section 303(d) hereof. Any and all monies on deposit in the Restricted Cash Account shall be invested in Eligible Investments in accordance with this Indenture and shall be distributed in accordance with this Section 306. (b) On each Determination Date following the Restricted Cash Effective Date, the Indenture Trustee shall, in accordance with the Manager Report (or, in the absence of any Manager Report, in accordance with written instructions from the Administrative Agent), withdraw from the Restricted Cash Account and deposit into the Series Account for each Series an amount equal to the Deficiency Amount (determined after giving effect to all other deposits to the Series Account for such Series (other than funds transferred from the Restricted Cash Account)) on or prior to such Determination Date. Amounts transferred to the Series Account pursuant to the provisions of this Section 306(b) may only be used to pay amounts specified in the definition of “"Permitted Payment Date Withdrawals”". If the amount on deposit in the Restricted Cash Account on a Determination Date is not sufficient to pay in full the aggregate Permitted Payment Date Withdrawals referred to in this Section 306(b), then the amount of funds then available in the Restricted Cash Account will be allocated among the various Series on a pro rata basis in proportion to the amount of their respective Permitted Payment Date Withdrawals. (c) On each Payment Date following the Restricted Cash Effective Date, the Indenture Trustee shall, in accordance with the Manager Report (or, in the absence of any Manager Report, in accordance with written instructions from the Administrative Agent), deposit in the Trust Account for distribution in accordance with the terms of this Indenture the excess, if any, of (A) the amounts then on deposit in the Restricted Cash Account (after giving effect to any withdrawals therefrom on such Payment Date) over (B) an amount equal to the Restricted Cash Amount for such Payment Date. On the Legal Final Maturity Date for the Series with the latest Legal Final Maturity Date, any remaining funds in the Restricted Cash Account shall be deposited in the Trust Account and, subject to the limitations set forth in the related Supplement, distributed in accordance with Section 302 of this Indenture and the related Supplement.

Restricted Cash Account. (a) The Issuer shall establish on or prior to the Restricted Cash Effective Closing Date, and shall thereafter maintain so long as any Outstanding Obligation remains unpaid, an Eligible Account in the name of the Issuer with the Indenture Trustee which shall be designated as the Restricted Cash Account, which account shall be held by the Indenture Trustee for the benefit of the Noteholders of all Series of Notes and each Series Enhancer pursuant to the terms of this Indenture and the related Supplements. On the Restricted Cash Effective Closing Date, the Issuer will deposit (or cause to be deposited) into the Restricted Cash Account an amount equal to the Restricted Cash Amount, and amounts thereafter shall be deposited in the Restricted Cash Account in accordance with Section 302 hereof. The Restricted Cash Account shall only be relocated to another financial institution in accordance with the express provisions of Section 303(d) hereof. Any and all monies on deposit in the Restricted Cash Account shall be invested in Eligible Investments in accordance with this Indenture and shall be distributed in accordance with this Section 306. (b) On each Determination Date following the Restricted Cash Effective Closing Date, the Indenture Trustee shall, in accordance with the Manager Report (or, in the absence of any Manager Report, in accordance with written instructions from the Administrative AgentRequisite Global Majority (with a copy to each Series Enhancer and each Hedge Counterparty)), withdraw from the Restricted Cash Account and deposit into the Series Account for each Series an amount equal to the Deficiency Amount (determined after giving effect to all other deposits to the Series Account for such Series (other than funds transferred from the Restricted Cash Account)) on or prior to such Determination Date. Amounts transferred to the Series Account pursuant to the provisions of this Section 306(b) may only be used to pay amounts specified in the definition of “Permitted Payment Date Withdrawals”. If the amount on deposit in the Restricted Cash Account on a Determination Date is not sufficient to pay in full the aggregate Permitted Payment Date Withdrawals referred to in this Section 306(b), then the amount of funds then available in the Restricted Cash Account will be allocated among the various Series on a pro rata basis in proportion to the amount of their respective Permitted Payment Date Withdrawals. (c) On each Payment Date following the Restricted Cash Effective Closing Date, the Indenture Trustee shall, in accordance with the Manager Report (or, in the absence of any Manager Report, in accordance with written instructions from the Administrative AgentRequisite Global Majority (with a copy to each Series Enhancer and each Hedge Counterparty)), deposit in the Trust Account for distribution in accordance with the terms of this Indenture the excess, if any, of (A) the amounts then on deposit in the Restricted Cash Account (after giving effect to any withdrawals therefrom on such Payment Date) over (B) an amount equal to the Restricted Cash Amount for such Payment Date. On the Legal Final Maturity Date for the Series with the latest Legal Final Maturity Date, any remaining funds in the Restricted Cash Account shall be deposited in the Trust Account and, subject to the limitations set forth in the related Supplement, distributed in accordance with Section 302 of this Indenture and the related Supplement.

Restricted Cash Account. (a) The Issuer shall establish on or prior to the Restricted Cash Effective Initial Closing Date, and shall thereafter maintain so long as any Outstanding Obligation remains unpaid, an Eligible Account in the name of the Issuer with the Indenture Trustee which shall be designated as the Restricted Cash Account, which account shall be held by the Indenture Trustee for the benefit of the Noteholders of all Series of Notes and each Series Enhancer pursuant to the terms of this Indenture and the related Supplements. On the Restricted Cash Effective Date, the Issuer will deposit (or cause to be deposited) into the Restricted Cash Account an amount equal to the Restricted Cash Amount, and amounts thereafter shall be deposited in the Restricted Cash Account in accordance with Section 302 hereof. The Restricted Cash Account shall only be relocated to another financial institution in accordance with the express provisions of Section 303(d) hereof. On each Closing Date, the Issuer will deposit, or cause to be deposited, the Restricted Cash Amount in the Restricted Cash Account and thereafter amounts shall be deposited in the Restricted Cash Account in accordance with Section 302 of this Indenture. Any and all monies on deposit in the Restricted Cash Account shall be invested in Eligible Investments in accordance with this Indenture and shall be distributed in accordance with this Section 306. (b) On each Determination Date following the Restricted Cash Effective Date, the Indenture Trustee shall, in accordance with the Manager Report (or, in the absence of any Manager Report, in accordance with written instructions from the Administrative Agent), withdraw from the Restricted Cash Account and deposit into the Series Account for each Series an amount equal to the Deficiency Amount (determined after giving effect to all other deposits to the Series Account for such Series (other than funds transferred from the Restricted Cash Account)) on or prior to such Determination Date. Amounts transferred to the Series Account pursuant to the provisions of this Section 306(b) may only be used to pay amounts specified in the definition of “"Permitted Payment Date Withdrawals”". If the amount on deposit in the Restricted Cash Account on a Determination Date is not sufficient to pay in full the aggregate Permitted Payment Date Withdrawals referred to in this Section 306(b), then the amount of funds then available in the Restricted Cash Account will be allocated among the various Series on a pro rata basis in proportion to the amount of their respective Permitted Payment Date Withdrawals. (c) On each Payment Date following the Restricted Cash Effective Date, the Indenture Trustee shall, in accordance with the Manager Report (or, in the absence of any Manager Report, in accordance with written instructions from the Administrative Agent), deposit in the Trust Account for distribution in accordance with the terms of this Indenture the excess, if any, of (A) the amounts then on deposit in the Restricted Cash Account (after giving effect to any withdrawals therefrom on such Payment Date) over (B) an amount equal to the Restricted Cash Amount for such Payment Date. On the Legal Final Maturity Date for the Series with the latest Legal Final Maturity Date, any remaining funds in the Restricted Cash Account shall be deposited in the Trust Account and, subject to the limitations set forth in the related Supplement, distributed in accordance with Section 302 of this Indenture and the related Supplement.