Series Accounts. (a) The Issuer will cause to be established and maintained Eligible Deposit Accounts denominated as follows: the “Interest Funding Account,” the “Principal Funding Account,” the “Note Retirement Account,” the “Class D Reserve Account” and the “Accumulation Reserve Account” (collectively, the “Series Accounts”) in the name of the Indenture Trustee, bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the SynchronySeries Noteholders (or, in the case of the Class D Reserve Account, for the benefit of the Class D Noteholders) on or before the date hereof (or, in the case of the Class D Reserve Account, on or before the date of issuance of any Tranche of Class D Notes for which the related Terms Document specifies a targeted deposit to be made to the Class D Reserve Account). The Interest Funding Account, the Principal Funding Account, the Note Retirement Account, the Class D Reserve Account and the Accumulation Reserve Account constitute Series Accounts for the SynchronySeries and shall be under the sole dominion and control of the Indenture Trustee for the benefit of the SynchronySeries Noteholders (or, in the case of the Class D Reserve Account, for the benefit of the Class D Noteholders). If, at any time, the institution holding any of the Interest Funding Account, the Principal Funding Account, the Note Retirement Account, the Class D Reserve Account or the Accumulation Reserve Account ceases to be of the type described in the definition of “Eligible Deposit Account” set forth in the Indenture, the Issuer will within ten (10) Business Days (or such longer period, not to exceed thirty (30) calendar days, as to which each Rating Agency may consent) establish a new Interest Funding Account, Principal Funding Account, Note Retirement Account, Class D Reserve Account or Accumulation Reserve Account, as the case may be, that is an Eligible Deposit Account and shall transfer any cash and/or investments to such new Interest Funding Account, Principal Funding Account, Note Retirement Account, Class D Reserve Account or Accumulation Reserve Account, as the case may be. From the date such new Interest Funding Account, Principal Funding Account, Note Retirement Account, the Class D Reserve Account or the Accumulation Reserve Account is established, it will be the “Interest Funding Account,” “Principal Funding Account”, “Note Retirement Account,” “Class D Reserve Account” or “Accumulation Reserve Account” as the case may be. Each Tranche of SynchronySeries Notes will have its own Sub-Account within the Interest Funding Account, the Note Retirement Account, the Principal Funding Account, and, in the case of the Class D Notes, the Class D Reserve Account. The Interest Funding Account, the Principal Funding Account, the Note Retirement Account, the Class D Reserve Account and the Accumulation Reserve Account will receive deposits pursuant to Article III. (b) Any amounts on deposit in the Principal Funding Account and the Note Retirement Account will be invested in Permitted Investments that will mature no later than the following applicable Transfer Date. (c) All payments to be made from time to time by the Indenture Trustee to Noteholders out of funds in the Interest Funding Account, the Principal Funding Account, the Note Retirement Account, the Class D Reserve Account or the Accumulation Reserve Account pursuant to this Indenture Supplement will be made by the Indenture Trustee to the Paying Agent not later than 1:00 p.m. New York City time on the applicable Interest Payment Date or Principal Payment Date but only to the extent of available funds in the applicable Series Account or Sub-Account or as otherwise provided in Article III. (d) On each applicable Transfer Date for a Tranche of Class D Notes, all interest and earnings (net of losses and investment expenses) accrued since the preceding Transfer Date for such Tranche of Class D Notes on funds on deposit in the Class D Reserve Account will be retained in the Class D Reserve Account (to the extent that the sum of the amount on deposit in the Class D Reserve Account with respect to the related Monthly Period is less than the required balance for the Class D Reserve Account for that Monthly Period) and the excess, if any, will be paid to the Issuer. (e) Notwithstanding the definition of “Permitted Investments” in the Indenture, Permitted Investments in the Class D Reserve Account shall be required to have a credit rating from Mxxxx’x and S&P of at least “P-2” and “A-2,” respectively, and, from Fitch of at least “F2,” if rated by Fitch.
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Samples: Indenture Supplement (Synchrony Card Issuance Trust), Indenture Supplement (Synchrony Card Issuance Trust), Indenture Supplement (Synchrony Card Issuance Trust)
Series Accounts. (a) The Issuer will cause to be established Servicer, for the benefit of the Certificateholders, shall establish and maintained Eligible Deposit Accounts denominated as follows: the “Interest Funding Account,” the “Principal Funding Account,” the “Note Retirement Account,” the “Class D Reserve Account” and the “Accumulation Reserve Account” (collectively, the “Series Accounts”) maintain in the name of the Indenture Trustee, bearing on behalf of the Trust, (i) an Eligible Deposit Account (the "Capitalized Interest Account"), which shall be identified as the "Capitalized Account for Gottschalks Credit Card Master Trust, Series 1996-1", (ii) an Eligible Deposit Account (the "Retained Amount Account"), which shall be identified as the "Retained Amount Account for Gottschalks Credit Card Master Trust, Series 1996-1", and (iii) an Eligible Deposit Account (the "Spread Account"), which shall be identified as the "Spread Account for Gottschalks Credit Card Master Trust, Series 1996-1". Each of the Capitalized Interest Account, the Retained Amount Account and the Spread Account shall bear a designation clearly indicating that the funds deposited therein are held for the benefit of the SynchronySeries Noteholders Certificateholders. The Capitalized Interest Account, the Retained Amount Account and the Spread Account are referred to herein individually as a "Series Account" and collectively as "Series Accounts."
(or, in b) At the case written direction of the Class D Reserve Servicer, funds on deposit in any Series Account shall be invested by the Trustee in Eligible Investments selected by the Servicer that will mature no later than the date on which such funds are expected to be withdrawn from such Series Account, . All such Eligible Investments shall be held by the Trustee for the benefit of the Class D NoteholdersCertificateholders. All interest and other investment earnings (net of losses and investment expenses) of funds on or before the date hereof (or, deposit in the case of Series Accounts shall be deposited in the Class D Reserve Account, Collection Account as Finance Charge Collections.
(c) The Capitalized Interest Account shall be maintained until all amounts on or before the date of issuance of any Tranche of Class D Notes for which the related Terms Document specifies a targeted deposit to be made to the Class D Reserve Account)therein have been applied in accordance with Section 4.05 hereof. The Interest Funding AccountRetained Amount Account shall be maintained until all amounts on deposit therein have been applied in accordance with Section 4.06(e) or (f) hereof. The Spread Account shall be maintained until all amounts on deposit therein have been applied in accordance with Section 4.07(b) hereof.
(d) The Trustee shall possess all right, title and interest in and to all funds on deposit from time to time in, and all Eligible Investments credited to, the Principal Funding Account, the Note Retirement Account, the Class D Reserve Account and the Accumulation Reserve Account constitute Series Accounts for the SynchronySeries and in all proceeds thereof. Each Series Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the SynchronySeries Noteholders (or, in the case of the Class D Reserve Account, for the benefit of the Class D Noteholders)Certificateholders. If, at any time, the institution holding any of the Interest Funding Account, the Principal Funding Account, the Note Retirement Account, the Class D Reserve Account or the Accumulation Reserve Series Account ceases to be of the type described in the definition of “an Eligible Deposit Account” set forth in Account the Indenture, the Issuer will Servicer shall within ten (10) Business Days (or such longer period, not to exceed thirty (30) calendar days, as to which each Rating Agency may consent) instruct the Trustee to establish a new Interest Funding Account, Principal Funding Account, Note Retirement Account, Class D Reserve Series Account or Accumulation Reserve Account, meeting the conditions specified in subsection (a) above as the case may be, that is an Eligible Deposit Account and shall transfer any cash and/or any investments to such new Interest Funding Series Account. Neither the Depositor, the Servicer nor any person or entity claiming by, through or under the Depositor, the Servicer or any such person or entity shall have any right, title or interest in, or any right to withdraw any amount from, any Series Account, Principal Funding Accountexcept as expressly provided herein. Schedule 1 hereto, Note Retirement Accountwhich is hereby incorporated into and made part of this Series Supplement, Class D Reserve Account or Accumulation Reserve Account, as identifies the case may be. From Series Accounts by setting forth for each such account the date account number of such new Interest Funding Account, Principal Funding Account, Note Retirement Accountaccount, the Class D Reserve Account or account designation of such account and the Accumulation Reserve name of the institution with which such account has been established. If a substitute Series Account is established, it will be the “Interest Funding Account,” “Principal Funding Account”, “Note Retirement Account,” “Class D Reserve Account” or “Accumulation Reserve Account” as the case may be. Each Tranche of SynchronySeries Notes will have its own Sub-Account within the Interest Funding Account, the Note Retirement Account, the Principal Funding Account, and, in the case of the Class D Notes, the Class D Reserve Account. The Interest Funding Account, the Principal Funding Account, the Note Retirement Account, the Class D Reserve Account and the Accumulation Reserve Account will receive deposits pursuant to Article III.
(b) Any amounts on deposit in the Principal Funding Account and the Note Retirement Account will be invested in Permitted Investments that will mature no later than the following applicable Transfer Date.
(c) All payments to be made from time to time by the Indenture Trustee to Noteholders out of funds in the Interest Funding Account, the Principal Funding Account, the Note Retirement Account, the Class D Reserve Account or the Accumulation Reserve Account established pursuant to this Indenture Supplement will be made by Section 4.04, the Indenture Trustee Servicer shall provide to the Paying Agent not later than 1:00 p.m. New York City time on Trustee an amended Schedule 1, setting forth the applicable Interest Payment Date or Principal Payment Date but only to the extent of available funds in the applicable Series Account or Sub-Account or as otherwise provided in Article III.
(d) On each applicable Transfer Date for a Tranche of Class D Notes, all interest and earnings (net of losses and investment expenses) accrued since the preceding Transfer Date relevant information for such Tranche of Class D Notes on funds on deposit in the Class D Reserve Account will be retained in the Class D Reserve Account (to the extent that the sum of the amount on deposit in the Class D Reserve Account with respect to the related Monthly Period is less than the required balance for the Class D Reserve Account for that Monthly Period) and the excess, if any, will be paid to the Issuersubstitute Series Account.
(e) Notwithstanding The Servicer shall maintain a ledger for the definition Retained Amount Account and shall record in such ledger the FBC Component and the Subordinated Component of “Permitted Investments” each deposit made by the Trustee to, and each withdrawal by the Trustee from, the Retained Amount Account. The Servicer shall also maintain a ledger for the Spread Account and shall record in such ledger each deposit made by the IndentureTrustee to, Permitted Investments and withdrawal by the Trustee from, the Spread Account.
(f) Pursuant to the authority granted to the Servicer in Section 3.01(a) of the Class D Reserve Account Agreement, the Servicer shall be required have the power, revocable by the Trustee, to have a credit rating instruct the Trustee to make withdrawals and payments from Mxxxx’x and S&P the Series Accounts for the purposes of at least “P-2” and “A-2,” respectively, and, from Fitch of at least “F2,” if rated by Fitchcarrying out the Servicer's or the Trustee's duties hereunder.
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Series Accounts. (a) The Issuer will cause to be established Servicer, for the benefit of the Certificateholders, shall establish and maintained Eligible Deposit Accounts denominated as follows: the “Interest Funding Account,” the “Principal Funding Account,” the “Note Retirement Account,” the “Class D Reserve Account” and the “Accumulation Reserve Account” (collectively, the “Series Accounts”) maintain in the name of the Indenture Trustee, bearing on behalf of the Trust, (i) an Eligible Deposit Account (the "Capitalized Interest Account"), which shall be identified as the "Capitalized Account for Gottschalks Credit Card Master Trust, Series 1994-1", (ii) an Eligible Deposit Account (the "Retained Amount Account"), which shall be identified as the "Retained Amount Account for Gottschalks Credit Card Master Trust, Series 1994-1", (iii) an Eligible Deposit Account (the "Prepayment Account"), which shall be identified as the "Prepayment Account for Gottschalks Credit Card Master Trust, Series 1994-1", (iv) an Eligible Deposit Account (the "Special Prepayment Account"), which shall be identified as the "Special Prepayment Account for Gottschalks Credit Card Master Trust, Series 1994-1", (v) an Eligible Deposit Account (the "Spread Account"), which shall be identified as the "Spread Account for Gottschalks Credit Card Master Trust, Series 1994-1", and (vi) an Eligible Deposit Account (the "Successor Servicer Account"), which shall be identified as the "Successor Servicer Account for Gottschalks Credit Card Master Trust, Series 1994-1". Each of the Capitalized Interest Account, the Retained Amount Account, the Prepayment Account and the Spread Account shall bear a designation clearly indicating that the funds deposited therein are held for the benefit of the SynchronySeries Noteholders Certificateholders. The Successor Servicer Account shall be held for the exclusive benefit of potential Successor Servicers. The Capitalized Interest Account, the Retained Amount Account, the Prepayment Account, the Special Prepayment Account, the Spread Account and the Successor Servicer Account are referred to herein individually as a "Series Account" and collectively as "Series Accounts."
(or, in b) At the case written direction of the Class D Reserve Servicer, funds on deposit in any Series Account shall be invested by the Trustee in Eligible Investments selected by the Servicer that will mature no later than the date on which such funds are expected to be withdrawn from such Series Account, . All such Eligible Investments shall be held by the Trustee for the benefit of the Class D NoteholdersCertificateholders. All interest and other investment earnings (net of losses and investment expenses) of funds on or before the date hereof (or, deposit in the case of Series Accounts shall be deposited in the Class D Reserve Account, Collection Account as Finance Charge Collections.
(c) The Capitalized Interest Account shall be maintained until all amounts on or before the date of issuance of any Tranche of Class D Notes for which the related Terms Document specifies a targeted deposit to be made to the Class D Reserve Account)therein have been applied in accordance with Section 4.05 hereof. The Interest Funding AccountRetained Amount Account shall be maintained until all amounts on deposit therein have been applied in accordance with Section 4.06(g) or (h) hereof. The Prepayment Account shall be maintained until all amounts on deposit therein have been applied in accordance with Section 4.07(a) hereof. The Spread Account shall be maintained until all amounts on deposit therein have been applied in accordance with Section 4.07(d) hereof. The Successor Servicer Account shall be maintained until all amounts on deposit therein have been applied in accordance with Section 4.07(e) hereof.
(d) The Trustee shall possess all right, title and interest in and to all funds on deposit from time to time in, and all Eligible Investments credited to, the Principal Funding Account, the Note Retirement Account, the Class D Reserve Account and the Accumulation Reserve Account constitute Series Accounts for the SynchronySeries and in all proceeds thereof. Each Series Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the SynchronySeries Noteholders (or, in the case of the Class D Reserve Account, for the benefit of the Class D Noteholders)Certificateholders. If, at any time, the institution holding any of the Interest Funding Account, the Principal Funding Account, the Note Retirement Account, the Class D Reserve Account or the Accumulation Reserve Series Account ceases to be of the type described in the definition of “an Eligible Deposit Account” set forth in Account the Indenture, the Issuer will Servicer shall within ten (10) Business Days (or such longer period, not to exceed thirty (30) calendar days, as to which each Rating Agency may consent) instruct the Trustee to establish a new Interest Funding Account, Principal Funding Account, Note Retirement Account, Class D Reserve Series Account or Accumulation Reserve Account, meeting the conditions specified in subsection (a) above as the case may be, that is an Eligible Deposit Account and shall transfer any cash and/or any investments to such new Interest Funding Series Account. Neither the Depositor, the Servicer nor any person or entity claiming by, through or under the Depositor, the Servicer or any such person or entity shall have any right, title or interest in, or any right to withdraw any amount from, any Series Account, Principal Funding Accountexcept as expressly provided herein. Schedule 1 hereto, Note Retirement Accountwhich is hereby incorporated into and made part of this Series Supplement, Class D Reserve Account or Accumulation Reserve Account, as identifies the case may be. From Series Accounts by setting forth for each such account the date account number of such new Interest Funding Account, Principal Funding Account, Note Retirement Accountaccount, the Class D Reserve Account or account designation of such account and the Accumulation Reserve name of the institution with which such account has been established. If a substitute Series Account is established, it will be the “Interest Funding Account,” “Principal Funding Account”, “Note Retirement Account,” “Class D Reserve Account” or “Accumulation Reserve Account” as the case may be. Each Tranche of SynchronySeries Notes will have its own Sub-Account within the Interest Funding Account, the Note Retirement Account, the Principal Funding Account, and, in the case of the Class D Notes, the Class D Reserve Account. The Interest Funding Account, the Principal Funding Account, the Note Retirement Account, the Class D Reserve Account and the Accumulation Reserve Account will receive deposits pursuant to Article III.
(b) Any amounts on deposit in the Principal Funding Account and the Note Retirement Account will be invested in Permitted Investments that will mature no later than the following applicable Transfer Date.
(c) All payments to be made from time to time by the Indenture Trustee to Noteholders out of funds in the Interest Funding Account, the Principal Funding Account, the Note Retirement Account, the Class D Reserve Account or the Accumulation Reserve Account established pursuant to this Indenture Supplement will be made by Section 4.04, the Indenture Trustee Servicer shall provide to the Paying Agent not later than 1:00 p.m. New York City time on Trustee an amended Schedule 1, setting forth the applicable Interest Payment Date or Principal Payment Date but only to the extent of available funds in the applicable Series Account or Sub-Account or as otherwise provided in Article III.
(d) On each applicable Transfer Date for a Tranche of Class D Notes, all interest and earnings (net of losses and investment expenses) accrued since the preceding Transfer Date relevant information for such Tranche of Class D Notes on funds on deposit in the Class D Reserve Account will be retained in the Class D Reserve Account (to the extent that the sum of the amount on deposit in the Class D Reserve Account with respect to the related Monthly Period is less than the required balance for the Class D Reserve Account for that Monthly Period) and the excess, if any, will be paid to the Issuersubstitute Series Account.
(e) Notwithstanding The Servicer shall maintain a ledger for the definition Retained Amount Account and shall record in such ledger the FBC Component, the VBC Component, the Subordinated Component (FBC) and the Subordinated Component (VBC) of “Permitted Investments” each deposit made by the Trustee to, and each withdrawal by the Trustee from, the Retained Amount Account. The Servicer shall also maintain a ledger for the Spread Account and shall record in such ledger the IndentureFBC Component and the VBC Component for each deposit made by the Trustee to, Permitted Investments and withdrawal by the Trustee from, the Spread Account.
(f) Pursuant to the authority granted to the Servicer in Section 3.01(a) of the Class D Reserve Account Agreement, the Servicer shall be required have the power, revocable by the Trustee, to have a credit rating instruct the Trustee to make withdrawals and payments from Mxxxx’x and S&P the Series Accounts for the purposes of at least “P-2” and “A-2,” respectively, and, from Fitch of at least “F2,” if rated by Fitchcarrying out the Servicer's or the Trustee's duties hereunder.
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Series Accounts. (a) The Issuer will cause to be established Servicer, for the benefit of the Certificateholders, shall establish and maintained Eligible Deposit Accounts denominated as follows: the “Interest Funding Account,” the “Principal Funding Account,” the “Note Retirement Account,” the “Class D Reserve Account” and the “Accumulation Reserve Account” (collectively, the “Series Accounts”) maintain in the name of the Indenture Trustee, bearing on behalf of the Trust, (i) an Eligible Deposit Account (the Capitalized Interest Account), which shall be identified as the Capitalized Account for Gottschalks Credit Card Master Trust, Series 1999-1, (ii) an Eligible Deposit Account (the Retained Amount Account), which shall be identified as the Retained Amount Account for Gottschalks Credit Card Master Trust, Series 1999-1, and (iii) an Eligible Deposit Account (the Spread Account), which shall be identified as the Spread Account for Gottschalks Credit Card Master Trust, Series 1999-1. Each of the Capitalized Interest Account, the Retained Amount Account and the Spread Account shall bear a designation clearly indicating that the funds deposited therein are held for the benefit of the SynchronySeries Noteholders Certificateholders. The Capitalized Interest Account, the Retained Amount Account and the Spread Account are referred to herein individually as a Series Account and collectively as Series Accounts.
(or, in b) At the case written direction of the Class D Reserve Servicer, funds on deposit in any Series Account shall be invested by the Trustee in Eligible Investments selected by the Servicer that will mature no later than the date on which such funds are expected to be withdrawn from such Series Account, . All such Eligible Investments shall be held by the Trustee for the benefit of the Class D NoteholdersCertificateholders. All interest and other investment earnings (net of losses and investment expenses) of funds on or before the date hereof (or, deposit in the case Series Accounts shall be deposited in the Collection Account and shall be treated by the Servicer as Investor Finance Charge Collections. In no event shall the Trustee be liable for the selection of investments or for investment losses incurred thereon. The Trustee shall have no liability in respect of losses incurred as a result of the Class D Reserve Account, on or before the date of issuance liquidation of any Tranche such investment prior to its stated maturity or the failure of Class D Notes for which the related Terms Document specifies a targeted deposit party directing such investment to be made to the Class D Reserve Account)provide timely written investment direction. The Trustee shall have no obligation to invest or reinvest any amounts held hereunder in the absence of such written investment direction.
(c) The Capitalized Interest Funding AccountAccount shall be maintained until all amounts on deposit therein have been applied in accordance with Section 4.5 hereof. The Retained Amount Account shall be maintained until all amounts on deposit therein have been applied in accordance with Section 4.6(e) or (f) hereof. The Spread Account shall be maintained until all amounts on deposit therein have been applied in accordance with Section 4.7(c) hereof and the Fixed Base Certificate Balance has been reduced to zero.
(d) The Trustee shall possess all right, title and interest in and to all funds on deposit from time to time in, and all Eligible Investments credited to, the Principal Funding Account, the Note Retirement Account, the Class D Reserve Account and the Accumulation Reserve Account constitute Series Accounts for the SynchronySeries and in all proceeds thereof. Each Series Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the SynchronySeries Noteholders (or, in the case of the Class D Reserve Account, for the benefit of the Class D Noteholders)Certificateholders. If, at any time, the institution holding any of the Interest Funding Account, the Principal Funding Account, the Note Retirement Account, the Class D Reserve Account or the Accumulation Reserve Series Account ceases to be of the type described in the definition of “an Eligible Deposit Account” set forth in Account the Indenture, the Issuer will Servicer shall within ten (10) 10 Business Days (or such longer period, not to exceed thirty (30) 30 calendar days, as to which each Rating Agency may consent) instruct the Trustee to establish a new Interest Funding Account, Principal Funding Account, Note Retirement Account, Class D Reserve Series Account or Accumulation Reserve Account, meeting the conditions specified in subsection (a) above as the case may be, that is an Eligible Deposit Account and shall transfer any cash and/or any investments to such new Interest Funding Series Account. Neither the Depositor, the Servicer nor any person or entity claiming by, through or under the Depositor, the Servicer or any such person or entity shall have any right, title or interest in, or any right to withdraw any amount from, any Series Account, Principal Funding Accountexcept as expressly provided herein. Schedule 1 hereto, Note Retirement Accountwhich is hereby incorporated into and made part of this Series Supplement, Class D Reserve Account or Accumulation Reserve Account, as identifies the case may be. From Series Accounts by setting forth for each such account the date account number of such new Interest Funding Account, Principal Funding Account, Note Retirement Accountaccount, the Class D Reserve Account or account designation of such account and the Accumulation Reserve name of the institution with which such account has been established. If a substitute Series Account is established, it will be the “Interest Funding Account,” “Principal Funding Account”, “Note Retirement Account,” “Class D Reserve Account” or “Accumulation Reserve Account” as the case may be. Each Tranche of SynchronySeries Notes will have its own Sub-Account within the Interest Funding Account, the Note Retirement Account, the Principal Funding Account, and, in the case of the Class D Notes, the Class D Reserve Account. The Interest Funding Account, the Principal Funding Account, the Note Retirement Account, the Class D Reserve Account and the Accumulation Reserve Account will receive deposits pursuant to Article III.
(b) Any amounts on deposit in the Principal Funding Account and the Note Retirement Account will be invested in Permitted Investments that will mature no later than the following applicable Transfer Date.
(c) All payments to be made from time to time by the Indenture Trustee to Noteholders out of funds in the Interest Funding Account, the Principal Funding Account, the Note Retirement Account, the Class D Reserve Account or the Accumulation Reserve Account established pursuant to this Indenture Supplement will be made by Section 4.4, the Indenture Trustee Servicer shall provide to the Paying Agent not later than 1:00 p.m. New York City time on Trustee an amended Schedule 1, setting forth the applicable Interest Payment Date or Principal Payment Date but only to the extent of available funds in the applicable Series Account or Sub-Account or as otherwise provided in Article III.
(d) On each applicable Transfer Date for a Tranche of Class D Notes, all interest and earnings (net of losses and investment expenses) accrued since the preceding Transfer Date relevant information for such Tranche of Class D Notes on funds on deposit in the Class D Reserve Account will be retained in the Class D Reserve Account (to the extent that the sum of the amount on deposit in the Class D Reserve Account with respect to the related Monthly Period is less than the required balance for the Class D Reserve Account for that Monthly Period) and the excess, if any, will be paid to the Issuersubstitute Series Account.
(e) Notwithstanding The Servicer shall maintain a ledger for the definition Retained Amount Account and shall record in such ledger the Investor Component and the Exchangeable Component of “Permitted Investments” each deposit made by the Trustee to, and each withdrawal by the Trustee from, the Retained Amount Account. The Servicer shall also maintain a ledger for the Spread Account and shall record in such ledger each deposit made by the Trustee to, and withdrawal by the Trustee from, the Spread Account.
(f) Pursuant to the authority granted to the Servicer in Section 3.01(a) of the Agreement, the Servicer shall have the power, revocable by the Trustee, to instruct the Trustee to make withdrawals and payments from the Series Accounts for the purposes of carrying out the Servicer's or the Trustee's duties hereunder.
(g) The Trustee hereby confirms that (i) the Trustee is acting, with respect to the establishment and maintenance of Series Accounts, as a "securities intermediary" as defined in Section 8-102 of the UCC or the corresponding Section of the UCC in the Indentureapplicable State (in such capacity, Permitted Investments the Securities Intermediary), (ii) has established each Series Account as a "securities account" as such term is defined in Section 8-501(a) of the Class D Reserve UCC, (iii) the Securities Intermediary shall, subject to the terms of this Agreement, treat the Trustee as entitled to exercise the rights that comprise any financial asset credited to any Series Account, and (iv) all securities or other property underlying any financial assets credited to any Series Account shall be required registered in the name of the Securities Intermediary, endorsed to the Securities Intermediary or in blank and in no case will any financial asset credited to any Series Account be registered in the name of any other person, payable to the order of any other person, or specially endorsed to any other person, except to the extent the foregoing have been specially endorsed by the Depositor to the Trustee.
(h) The Trustee hereby agrees that any Series Account and each item of property (whether investment property, financial asset, security or instrument), other than cash, credited to any Series Account shall be treated as a credit rating "financial asset" within the meaning of Section 8-102(A)(9) of the UCC or the corresponding Section of the UCC in the applicable State.
(i) If at any time the Securities Intermediary shall receive an "entitlement order" (within the meaning of Section 8- 102(A)(8) of the UCC or the corresponding Section of the UCC in the applicable State issued by the Trustee and relating to any Series Account, the Securities Intermediary shall comply with such entitlement order without further consent by any other person. The Trustee hereby agrees only to issue entitlement orders at the written direction of the Servicer. The Securities Intermediary shall have no obligation to act, and shall be fully protected in refraining from Mxxxx’x acting, in respect of the financial assets credited to any Series Account in the absence of such an entitlement order.
(j) In the event that the Securities Intermediary has or subsequently obtains by agreement, operation of law or otherwise a security interest in the Securities Accounts, or any security entitlement credited thereto, the Securities Intermediary hereby agrees that such security interest shall be subordinate to the security interest of the Trustee. The financial assets and S&P other items deposited to the Series Accounts (or any other securities account maintained in the name of at least “P-2” and “A-2,” respectivelythe Securities Intermediary for the benefit of the Trustee) will not be subject to deduction, set- off, banker's lien, or any other right in favor of any person other than the Trustee.
(k) The Trustee, in such capacity, has not entered into and, from Fitch until termination of at least “F2,” if rated by Fitchthis Agreement, will not enter into, any agreement with any other person relating to any Series Account, or any financial assets credited thereto pursuant to which it has agreed or will agree to comply with entitlement orders (as defined in Section 8-102(a)(8) of the UCC or the corresponding Section of the UCC in the applicable State) of such person. No financial asset will be registered in the name of the Trustee, in such capacity, payable to its order, or specially endorsed to it, except to the extent such financial asset has been endorsed to the Securities Intermediary or in blank.
Appears in 1 contract
