Hedge Counterparty Collateral Account. The Trustee shall, prior to the Closing Date, cause to be established one or more securities accounts, each of which shall be designated a “Hedge Counterparty Collateral Account,” which shall be held in the name of the Trustee as Entitlement Holder in trust for the benefit of the Secured Parties. The Trustee shall deposit all collateral received from any Hedge Counterparty under any Hedge Agreement in the related Hedge Counterparty Collateral Account. Any and all funds at any time on deposit in, or otherwise standing to the credit of, a Hedge Counterparty Collateral Account shall be held in trust by the Trustee for the benefit of the Secured Parties. The only permitted withdrawal from or application of funds on deposit in, or otherwise standing to the credit of, a Hedge Counterparty Collateral Account shall be (i) for application to obligations of the relevant Hedge Counterparty to the Issuer under the relevant Hedge Agreement that are not paid when due (whether when scheduled or upon early termination) or (ii) to return collateral to such Hedge Counterparty when and as required by the relevant Hedge Agreement (in each case as directed in writing by the Collateral Manager). The Trustee shall reinvest amounts in the Hedge Counterparty Collateral Account in Eligible Investments in accordance with the terms of the related Hedge Agreement, upon and as set forth in written direction from the Collateral Manager, and shall have no liability for any such investments. The Trustee shall not be obligated to make any such investment in the absence of such written instruction.
Hedge Counterparty Collateral Account. If and to the extent that any Hedge Agreement requires the Hedge Counterparty to post collateral with respect to such Hedge Agreement, on or prior to the date such Hedge Agreement is entered into, the Trustee pursuant to an Issuer Order will establish a segregated non-interest bearing trust account in the name of the Trustee for the benefit of the Secured Parties, which shall be designated as a Hedge Counterparty Collateral Account (each, a “Hedge Counterparty Collateral Account”), each of which shall be maintained with the Custodian in accordance with the Account Agreement. The Trustee (as directed by the Portfolio Manager on behalf of the Issuer) shall deposit into each Hedge Counterparty Collateral Account all collateral required to be posted by a Hedge Counterparty and all other funds and property required by the terms of any Hedge Agreement to be deposited into the Hedge Counterparty Collateral Account, in accordance with the terms of the related Hedge Agreement. The only permitted withdrawals from or application of funds or property on deposit in the Hedge Counterparty Collateral Account shall be in accordance with the written instructions of the Portfolio Manager.
Hedge Counterparty Collateral Account. If and to the extent that any Hedge Agreement requires the Hedge Counterparty to post collateral with respect to such Hedge Agreement, the Issuer shall (at the direction of the Collateral Manager), on or prior to the date such Hedge Agreement is entered into, direct the Trustee to establish in the name of the Trustee a segregated, non-interest bearing trust account which shall be designated as a Hedge Counterparty Collateral Account (each, a "
Hedge Counterparty Collateral Account. Pursuant to Section 8.2 of the Indenture, the Indenture Trustee will establish and maintain a segregated trust account in the name "The Bank of New York Mellon as Indenture Trustee, as secured party for Ford Credit Auto Owner Trust 2009-A" at a Qualified Institution (initially the corporate trust department of The Bank of New York Mellon), that is designated as the "Hedge Counterparty Collateral Account". The Hedge Counterparty Collateral Account will initially be account number 235769. No deposit will be made to the Hedge Counterparty Collateral Account on the Closing Date. Securities and funds that will secure the obligations of the Hedge Counterparty will be deposited into the Hedge Counterparty Collateral Account from time to time by the Hedge Counterparty pursuant to the posting requirements set forth in the Interest Rate Hedge. The Hedge Counterparty will be entitled to interest earned on amounts on deposit in the Hedge Counterparty Collateral Account. Subject to the terms of the Interest Rate Hedge, the Hedge Counterparty Collateral Account will be under the sole dominion and control of the Indenture Trustee, or its agent appointed pursuant to the Interest Rate Hedge, as custodian.
Hedge Counterparty Collateral Account. The Trustee (as directed in writing by the Collateral Manager on behalf of the Issuer) shall deposit into each Hedge Counterparty Collateral Account all collateral required to be posted by a Hedge Counterparty and all other funds and property required by the terms of any Hedge Agreement to be deposited into the Hedge Counterparty Collateral Account, in accordance with the terms of the related Hedge Agreement. The only permitted withdrawals from or application of funds or property on deposit in the Hedge Counterparty Collateral Account shall be in accordance with the written instructions of the Collateral Manager. Amounts in the Hedge Counterparty Collateral Account Amounts will be invested in overnight funds that are Eligible Investments selected by the Collateral Manager and income earned from all such investments will be deposited in the Interest Collection Subaccount as Interest Proceeds as it is paid.
Hedge Counterparty Collateral Account. The Trustee (as directed by the Collateral Manager on behalf of the Issuer) shall deposit into each Hedge Counterparty Collateral Account all collateral required to be posted by a Hedge Counterparty and all other funds and property required by the terms of any Hedge Agreement to be deposited into the Hedge Counterparty Collateral Account, in accordance with the terms of the related Hedge Agreement. The only permitted withdrawals from or application of funds or property on deposit in the Hedge Counterparty Collateral Account shall be in accordance with the written instructions of the Collateral Manager.
Hedge Counterparty Collateral Account. In accordance with this Indenture and the Account Agreement, the Trustee shall, prior to the Closing Date, establish at the Custodian a single segregated, non-interest bearing account (designated as the “Hedge Counterparty Collateral Account”), which will be maintained in the name of U.S. Bank National Association, as Trustee, for the benefit of the Secured Parties and over which the Trustee shall maintain exclusive control and sole right of withdrawal. The Trustee shall immediately upon receipt deposit in the Hedge Counterparty Collateral Account all collateral received from a Hedge Counterparty under a Hedge Agreement. The only permitted withdrawal from or application of funds or property on deposit in the Hedge Counterparty Collateral Account will be in accordance with the provisions of this Indenture, an Issuer Order and the related Hedge Agreement, including: (i) for application to obligations of a Hedge Counterparty to the Issuer under a Hedge Agreement if such Hedge Agreement becomes subject to early termination; (ii) to the related Hedge Counterparty when and as required by the Hedge Agreement; or (iii) from time to time to the related Hedge Counterparty any amounts deposited into the Hedge Counterparty Collateral Account in error. The Trustee shall invest funds on deposit in or otherwise to the credit of the Hedge Counterparty Collateral Account as instructed by the Collateral Manager in accordance with the related Hedge Agreement and such funds do not constitute Eligible Investments for any purpose under this Indenture. Section 10.6
Hedge Counterparty Collateral Account. (a) [If the Hedge Counterparty is required to collateralize the Interest Rate Hedge pursuant to the Interest Rate Hedge, the Indenture Trustee will hold any cash or securities transferred to the Hedge Counterparty Collateral Account in trust for the benefit of the Secured Parties; provided, that, notwithstanding anything contained in this Indenture, until such time as the Issuer is entitled to enforce and realize on its security interest in such cash or securities in the Hedge Counterparty Collateral Account pursuant to the credit support annex to the ISDA Master Agreement for the Interest Rate Hedge (the “Credit Support Annex”), the Indenture Trustee will hold any such cash or securities in the Hedge Counterparty Collateral Account solely for the benefit of the Hedge Counterparty, as a Secured Party, and such cash and securities will not be subject to, or available for payment to any other parties pursuant to, the priority of payments set forth in Section 8.2. The Hedge Counterparty Collateral Account will be under the sole dominion and control of the Indenture Trustee, except that the Hedge Counterparty will make transfers to, and the Issuer, or the Administrator on its behalf, will direct the Indenture Trustee to direct the Financial Institution (as defined in the Account Control Agreement) to make withdrawals, transfers and releases of posted collateral from, the Hedge Counterparty Collateral Account in accordance with the Credit Support Annex and, upon receipt of such direction from the Issuer, or the Administrator on its behalf, the Indenture Trustee will make such direction and take such other action as may be necessary to release any such posted collateral which is required to be returned to the Hedge Counterparty under the Credit Support Annex; provided, however, that subject to the following sentence, any such withdrawal, transfer or release will only be made to the Hedge Counterparty. Notwithstanding anything contained in this Indenture, neither the Indenture Trustee nor the Issuer may otherwise withdraw, transfer or release cash or securities from the Hedge Counterparty Collateral Account until such time as the Issuer is entitled to take such action in accordance with Paragraph 8(a) of the Credit Support Annex, and then only to the extent permitted under the Credit Support Annex to satisfy the obligations of the Hedge Counterparty to the extent not otherwise satisfied, and the Indenture Trustee will be entitled to assume for purposes of all pro...
Hedge Counterparty Collateral Account
