Common use of Senior Cash Collateral Account Clause in Contracts

Senior Cash Collateral Account. (A) If the Cash Manager determines on any Calculation Date that, on any Payment Date after making all payments and transfers to be made with respect to such Payment Date (for the avoidance of doubt, prior to any drawings under the Initial Credit Facility or the Policy and/or withdrawals, if any, from the Credit Facility Reserve Account), there are insufficient funds in the Collections Account (x) to transfer to the Expense Account an amount such that the amount on deposit therein is equal to the Required Expense Amount, (y) to pay Senior Hedge Payments to each applicable Hedge Provider and (z) to pay the Interest Amount for each subclass of ACS Group Class A Securities, in each case as provided in Section 3.08, the Cash Manager shall so notify the Trustee and the Guarantor Trustee and direct the Operating Bank in writing on such Payment Date to withdraw from the Senior Cash Collateral Account the lesser of an amount equal to the shortfall in making the payments set forth in clauses (x), (y) and (z) above and the amount on deposit therein. The amount so withdrawn shall be applied, FIRST, to the Expense Account an amount such that the amount on deposit therein is at least equal to the Required Expense Amount and SECOND, in no order of priority inter se, but pro rata, (A) to the Securities Accounts for each subclass of ACS Group Class A Securities, the Interest Amount on such subclass of ACS Group Class A Securities in no order of priority inter se, but pro rata according to the amount of accrued and unpaid interest on such subclass of ACS Group Class A Securities; and (B) pro rata, to any Hedge Provider, an amount equal to any Senior Hedge Payment due from any ACS Group Member pursuant to any Hedge Agreement. If the Cash Manager determines that, on any Payment Date, the amount on deposit in the Senior Cash Collateral Account, after making any withdrawals therefrom to be made on such Payment Date, exceeds the aggregate Outstanding Principal Balance of the ACS Group Class A Securities, the Cash Manager shall so notify the Trustee and Guarantor Trustee in writing and, upon receipt of written consent of the Issuer and the Guarantor, direct the Operating Bank in writing to withdraw the collected credit balance of the Senior Cash Collateral Account and apply such balance, FIRST, to the Securities Accounts for each subclass of ACS Group Class A Securities, in the order of priority by subclass set forth in Section 3.09 hereof, an amount equal to the Outstanding Principal Balance of each such subclass and SECOND, to the Collections Account, for application on the next succeeding Payment Date in accordance with Section 3.08 hereof (any such application, a "Senior Cash Collateral Event"). Unless applied in connection with a Senior Cash Collateral Event, no amount in the Senior Cash Collateral Account shall be available for any shortfall in the payment of principal of the ACS Group Class A Securities. Amounts deposited in the Senior Cash Collateral Account are not subject to the payment priorities set forth in Section 3.08 hereof.

Senior Cash Collateral Account. (A) If the Cash Manager determines on any Calculation Date that, on any Payment Date after making all payments and transfers to be made with respect to such Payment Date (for the avoidance of doubt, prior to any drawings under the Initial Credit Facility or the Policy and/or withdrawals, if any, from the Credit Facility Reserve Account), there are insufficient funds in the Collections Account (x) to transfer to the Expense Account an amount such that the amount on deposit therein is equal to the Required Expense Amount, (y) to pay Senior Hedge Payments to each applicable Hedge Provider and (z) to pay the Interest Amount for each subclass of ACS Group Class A Securities, in each case as provided in Section 3.08, the Cash Manager shall so notify the Trustee and the Guarantor Trustee and direct the Operating Bank in writing on such Payment Date to withdraw from the Senior Cash Collateral Account the lesser of an amount equal to the shortfall in making the payments set forth in clauses (x), (y) and (z) above and the amount on deposit therein. The amount so withdrawn shall be applied, FIRSTfirst, to the Expense Account an amount such that the amount on deposit therein is at least equal to the Required Expense Amount and SECONDsecond, in no order of priority inter se, but pro rata, (A) to the Securities Accounts for each subclass of ACS Group Class A Securities, the Interest Amount on such subclass of ACS Group Class A Securities in no order of priority inter se, but pro rata according to the amount of accrued and unpaid interest on such subclass of ACS Group Class A Securities; and (B) pro rata, to any Hedge Provider, an amount equal to any Senior Hedge Payment due from any ACS Group Member pursuant to any Hedge Agreement. If the Cash Manager determines that, on any Payment Date, the amount on deposit in the Senior Cash Collateral Account, after making any withdrawals therefrom to be made on such Payment Date, exceeds the aggregate Outstanding Principal Balance of the ACS Group Class A Securities, the Cash Manager shall so notify the Trustee and Guarantor Trustee in writing and, upon receipt of written consent of the Issuer and the Guarantor, direct the Operating Bank in writing to withdraw the collected credit balance of the Senior Cash Collateral Account and apply such balance, FIRSTfirst, to the Securities Accounts for each subclass of ACS Group Class A Securities, in the order of priority by subclass set forth in Section 3.09 hereof, an amount equal to the Outstanding Principal Balance of each such subclass and SECONDsecond, to the Collections Account, for application on the next succeeding Payment Date in accordance with Section 3.08 hereof (any such application, a "“Senior Cash Collateral Event"”). Unless applied in connection with a Senior Cash Collateral Event, no amount in the Senior Cash Collateral Account shall be available for any shortfall in the payment of principal of the ACS Group Class A Securities. Amounts deposited in the Senior Cash Collateral Account are not subject to the payment priorities set forth in Section 3.08 hereof.

Senior Cash Collateral Account. (A) If A Senior Cash Collateral Account will not be established on the Closing Date. The Issuer will have the right, following the Closing Date, to establish a Senior Cash Collateral Account, with the consent of the Policy Provider. Following the establishment of a Senior Cash Collateral Account, in the event that the Cash Manager determines that on any Calculation Date that, on the fourth Business Day prior to any Payment Date after making all payments withdrawals and transfers to be made with respect to such Payment Date (for the avoidance of doubt, prior to any drawings under the Initial Credit Facility or the Policy and/or withdrawalsLiquidity Facility, if any, any withdrawals from the Credit Liquidity Facility Reserve AccountAccount and any drawings under any Policy), there are will be insufficient funds in the Collections Account (xi) to transfer to the Expense Account an amount such that the amount on deposit therein is equal to the Required Expense AmountAmount for such Payment Date, (yii) to pay the Interest Amount for the Class G-1 Notes, (iii) to pay Senior Hedge Payments to each applicable Hedge Provider and (z) to pay the Interest Amount for each subclass of ACS Group Class A SecuritiesProvider, in each case as provided in Section 3.083.09 and (iv) if such Payment Date is the Final Maturity Date for the Class G-1 Notes, to pay the Outstanding Principal Balance of the Class G-1 Notes on the Final Maturity Date therefor, the Cash Manager shall so notify the Trustee and the Guarantor Trustee and direct the Operating Bank in writing on such Payment Date to withdraw from the Senior Cash Collateral Account the lesser of an amount equal to the shortfall in making the payments set forth in clauses (xi), (yii), (iii) and (ziv) above and the amount on deposit therein. The amount so withdrawn shall be applied, FIRSTapplied in the following manner: first, to the Expense Account an amount such that the amount on deposit therein is at least equal to the Required Expense Amount for such Payment Date and SECONDsecond, in no order of priority inter se, but pro rata, (A) to the Securities Note Accounts for each subclass of ACS Group the Class A SecuritiesG-1 Notes, the Interest Amount on such subclass of ACS Group the Class A Securities G-1 Notes, in no order of priority inter se, but pro rata according to the amount of accrued and unpaid interest on such subclass of ACS Group the Class A SecuritiesG-1 Notes; and (B) pro rata, to any Hedge Provider, an amount equal to any Senior Hedge Payment due from any ACS Issuer Group Member pursuant to any Hedge Agreement, and third, if such Payment Date is the Final Maturity Date for the Class G-1 Notes, to the Note Accounts for the Class G-1 Notes, pro rata according to the amount of outstanding principal of such subclass. If the Cash Manager determines that, on any Payment Date, that the amount that will be on deposit in the Senior Cash Collateral AccountAccount on any Payment Date, after making any withdrawals therefrom to be made on such Payment Date, exceeds will exceed the aggregate Outstanding Principal Balance of the ACS Group Class A SecuritiesNotes, the Cash Manager shall so notify the Trustee and Guarantor Trustee in writing and, upon receipt of written consent of the Issuer and the Guarantor, direct the Operating Bank in writing to withdraw the collected credit balance of amount on deposit in the Senior Cash Collateral Account on such Payment Date and apply such balance, FIRSTamount: first, to the Securities Note Accounts for each subclass of ACS Group the Class A SecuritiesG-1 Notes, in the order of priority by subclass set forth in Section 3.09 hereof3.10, an amount equal to the Outstanding Principal Balance of each such subclass and SECONDsecond, to the Collections Account, for application on the next succeeding such Payment Date in accordance with Section 3.08 hereof 3.09 (any such application, a "Senior “Class G Cash Collateral Event"”). Unless applied in connection with a Senior Class G Cash Collateral EventEvent or on the Final Maturity Date for the Class G-1 Notes, no amount amounts on deposit in the Senior Cash Collateral Account shall not be available for any shortfall in the payment of principal of the ACS Group Class A SecuritiesG-1 Notes. Amounts deposited in the Senior Cash Collateral Account are not subject to the payment priorities set forth in Section 3.08 hereof3.09.