Common use of Owner Trust Accounts Clause in Contracts

Owner Trust Accounts. The Administrator shall establish and maintain, (i) in the name of the Indenture Trustee, for the benefit of the Noteholders, an Eligible Deposit Account (the "Note Distribution Account"), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Noteholders. The Administrator shall establish and maintain, in the name of the Indenture Trustee, for the benefit of the Class C Noteholders (and, to the extent expressly provided in the Indenture, the Certificateholder), an Eligible Deposit Account (the "Owner Trust Spread Account"), and, together with the Note Distribution Account, the "Owner Trust Accounts"), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Class C Noteholders. The Indenture Trustee shall possess all right, title and interest in all funds on deposit from time to time in the Owner Trust Accounts and in all proceeds thereof. The Note Distribution Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders. The Owner Trust Spread Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Class C Noteholders (and, to the extent expressly provided in the Indenture, the Certificateholder). If, at any time, any Owner Trust Account ceases to be an Eligible Deposit Account, the Administrator shall notify the Indenture Trustee, and the Indenture Trustee upon being notified (or the Administrator on its behalf) shall, within 10 Business Days, establish a new Owner Trust Account which meets the conditions specified in the definition of Eligible Deposit Account, and shall transfer any cash or any investments to such new Owner Trust Account. The Indenture Trustee, at the direction of the Administrator, shall make withdrawals from the Owner Trust Accounts from time to time, in the amounts and for the purposes set forth in the Indenture. Funds on deposit in the Owner Trust Spread Account shall be invested at the direction of the Administrator by the Indenture Trustee or the Paying Agent in Permitted Investments. The Indenture Trustee shall maintain for the benefit of the Noteholders and the Series Certificateholder possession of the negotiable instruments or securities, if any, evidencing such Permitted Investments. No Permitted Investment shall be disposed of prior to its maturity. To the extent so instructed by the Administrator on any Transfer Date, the Indenture Trustee or the Paying Agent shall, if the amount on deposit in the Owner Trust Spread Account is greater than the Required Owner Trust Spread Account Amount for such Transfer Date, pay the amount of such excess to the Certificateholder pursuant to the Indenture.

Owner Trust Accounts. The Administrator shall establish and maintain, (i) in the name of the Indenture Trustee, for the benefit of the Noteholders, an Eligible Deposit Account (the "Note Distribution Account"), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Noteholders. The Administrator shall establish and maintain, in the name of the Indenture Trustee, for the benefit of the Class C Noteholders (and, to the extent expressly provided in the Indenture, the Certificateholder), an Eligible Deposit Account (the "Owner Trust Spread Account"), and, together with the Note Distribution Account, the "Owner Trust Accounts"), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Class C Noteholders. The Indenture Trustee shall possess all right, title and interest in all funds on deposit from time to time in the Owner Trust Accounts and in all proceeds thereof. The Note Distribution Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders. The Owner Trust Spread Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Class C Noteholders (and, to the extent expressly provided in the Indenture, the Certificateholder). If, at any time, any Owner Trust Account ceases to be an Eligible Deposit Account, the Administrator shall notify the Indenture Trustee, and the Indenture Trustee upon being notified (or the Administrator on its behalf) shall, within 10 Business Days, establish a new Owner Trust Account which meets the conditions specified in the definition of Eligible Deposit Account, and shall transfer any cash or any investments to such new Owner Trust Account. The Indenture Trustee, at the direction of the Administrator, shall make withdrawals from the Owner Trust Accounts from time to time, in the amounts and for the purposes set forth in the Indenture. Funds on deposit in the Owner Trust Spread Account shall be invested at the direction of the Administrator by the Indenture Trustee or the Paying Agent in Permitted Investments. The Indenture Trustee shall maintain for the benefit of the Noteholders and the Series Certificateholder possession of the negotiable instruments or securities, if any, evidencing such Permitted Investments. No Permitted Investment shall be disposed of prior to its maturity. To the extent so instructed by the Administrator on any Transfer Date, the Indenture Trustee or the Paying Agent shall, if the amount on deposit in the Owner Trust Spread Account is greater than the Required Owner Trust Spread Account Amount for such Transfer Date, pay the amount of such excess to the Certificateholder pursuant to the Indenture.

Owner Trust Accounts. The Administrator shall establish and maintain, (i) in the name of the Indenture Trustee, for the benefit of the Noteholders, an Eligible Deposit Account (the "Note Distribution Account"), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Noteholders. The Administrator shall establish and maintain, in the name of the Indenture Trustee, for the benefit of the Class C Noteholders (and, to the extent expressly provided in the Indenture, the Certificateholder), an Eligible Deposit Account (the "Owner Trust Spread Account"), and, and together with the Note Distribution Account, the "Owner Trust Accounts"), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Class C NoteholdersNoteholders and the Certificateholder. The Indenture Trustee shall possess all right, title and interest in all funds on deposit from time to time in the Owner Trust Accounts and in all proceeds thereof. The Note Distribution Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders. The Owner Trust Spread Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Class C Noteholders (and, to the extent expressly provided in the Indenture, the Certificateholder). If, at any time, any Owner Trust Account ceases to be an Eligible Deposit Account, the Administrator shall notify the Indenture Trustee, and the Indenture Trustee upon being notified (or the Administrator on its behalf) shall, within 10 Business Days, establish a new Owner Trust Account which meets the conditions specified in the definition of Eligible Deposit Account, and shall transfer any cash or any investments to such new Owner Trust Account. The Indenture Trustee, at the direction of the Administrator, shall make withdrawals from the Owner Trust Accounts from time to time, in the amounts and for the purposes set forth in the Indenture. Funds on deposit in the Owner Trust Spread Account shall be invested at the direction of the Administrator by the Indenture Trustee or the Paying Agent in Permitted Investments. The Indenture Trustee shall maintain for the benefit of the Noteholders and the Series Certificateholder possession of the negotiable instruments or securities, if any, evidencing such Permitted Investments. No Permitted Investment shall be disposed of prior to its maturity. To the extent so instructed by the Administrator on any Transfer Date, the Indenture Trustee or the Paying Agent shall, if the amount on deposit in the Owner Trust Spread Account is greater than the Required Owner Trust Spread Account Amount for such Transfer Date, pay the amount of such excess to the Certificateholder pursuant to the Indenture.

Owner Trust Accounts. The Administrator shall establish and maintain, (i) in the name of the Indenture Trustee, for the benefit of the Noteholders, an Eligible Deposit Account (the "Note Distribution Account"), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Noteholders. The Administrator shall establish and maintain, in the name of the Indenture Trustee, for the benefit of the Class C Noteholders (and, to the extent expressly provided in the Indenture, the Certificateholder), an Eligible Deposit Account (the "Owner Trust Spread Account"), and, and together with the Note Distribution Account, the "Owner Trust Accounts"), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Class C NoteholdersNoteholders and the Certificateholder. The Indenture Trustee shall possess all right, title and interest in all funds on deposit from time to time in the Owner Trust Accounts and in all proceeds thereof. The Note Distribution Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders. The Owner Trust Spread Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Class C Noteholders (and, to the extent expressly provided in the Indenture, the Certificateholder). If, at any time, any Owner Trust Account ceases to be an Eligible Deposit Account, the Administrator shall notify the Indenture Trustee, and the Indenture Trustee upon being notified (or the Administrator on its behalf) shall, within 10 Business Days, establish a new Owner Trust Account which meets the conditions specified in the definition of Eligible Deposit Account, and shall transfer any cash or any investments to such new Owner Trust Account. The Indenture Trustee, at the direction of the Administrator, shall make withdrawals from the Owner Trust Accounts from time to time, in the amounts and for the purposes set forth in the Indenture. Funds on deposit in the Owner Trust Spread Account shall be invested at the direction of the Administrator by the Indenture Trustee or the Paying Agent in Permitted Investments. The Indenture Trustee shall maintain for the benefit of the Noteholders and the Series Certificateholder possession of the negotiable instruments or securities, if any, evidencing such Permitted Investments. No Permitted Investment shall be disposed of prior to its maturity. To the extent so instructed by the Administrator on any Transfer Date, the Indenture Trustee or the Paying Agent shall, if the amount on deposit in the Owner Trust Spread Account is greater than the Required Owner Trust Spread Account Amount for such Transfer Date, pay the amount of such excess to the Certificateholder pursuant to the Indenture.

Owner Trust Accounts. The Administrator shall establish and maintain, (i) in the name of the Indenture Trustee, for the benefit of the Noteholders, an Eligible Deposit Account (the "Note Distribution Account"), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Noteholders. The Administrator shall establish and maintain, in the name of the Indenture Trustee, for the benefit of the Class C Noteholders (and, to the extent expressly provided in the Indenture, the Certificateholder), an Eligible Deposit Account (the "Owner Trust Spread Account"), and, together with the Note Distribution Account, the "Owner Trust Accounts"), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Class C Noteholders. The Indenture Trustee shall possess all right, title and interest in all funds on deposit from time to time in the Owner Trust Accounts and in all proceeds thereof. The Note Distribution Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders. The Owner Trust Spread Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Class C Noteholders (and, to the extent expressly provided in the Indenture, the Certificateholder). If, at any time, any Owner Trust Account ceases to be an Eligible Deposit Account, the Administrator shall notify the Indenture Trustee, and the Indenture Trustee upon being notified (or the Administrator on its behalf) shall, within 10 Business Days, establish a new Owner Trust Account which meets the conditions specified in the definition of Eligible Deposit Account, and shall transfer any cash or any investments to such new Owner Trust Account. The Indenture Trustee, at the direction of the Administrator, shall make withdrawals from the Owner Trust Accounts from time to time, in the amounts and for the purposes set forth in the Indenture. Funds on deposit in the Owner Trust Spread Account shall be invested at the direction of the Administrator by the Indenture Trustee or the Paying Agent in Permitted Investments. The Indenture Trustee shall maintain for the benefit of the Noteholders and the Series Certificateholder possession of the negotiable instruments or securities, if any, evidencing such Permitted Investments. No Permitted Investment shall be disposed of prior to its maturity. To the extent so instructed by the Administrator on any Transfer Date, the Indenture Trustee or the Paying Agent shall, if the amount on deposit in the Owner Trust Spread Account is greater than the Required Owner Trust Spread Account Amount for such Transfer Date, pay the amount of such excess to the Certificateholder pursuant to the Indenture.

Owner Trust Accounts. The Administrator shall establish and maintain, (i) in the name of the Indenture Trustee, for the benefit of the Noteholders, an Eligible Deposit Account (the "Note Distribution Account"), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Noteholders. The Administrator shall establish and maintain, in the name of the Indenture Trustee, for the benefit of the Class C Noteholders (and, to the extent expressly provided in the Indenture, the Certificateholder), an Eligible Deposit Account (the "Owner Trust Spread Account"), and, and together with the Note Distribution Account, the "Owner Trust Accounts"), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Class C NoteholdersNoteholders and the Certificateholder. The Indenture Trustee shall possess all right, title and interest in all funds on deposit from time to time in the Owner Trust Accounts and in all proceeds thereof. The Note Distribution Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders. The Owner Trust Spread Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Class C Noteholders (and, to the extent expressly provided in the Indenture, the Certificateholder). If, at any time, any Owner Trust Account ceases to be an Eligible Deposit Account, the Administrator shall notify the Indenture Trustee, and the Indenture Trustee upon being notified (or the Administrator on its behalf) shall, within 10 Business Days, establish a new Owner Trust Account which meets the conditions specified in the definition of Eligible Deposit Account, and shall transfer any cash or any investments to such new Owner Trust Account. The Indenture Trustee, at the direction of the Administrator, shall make withdrawals from the Owner Trust Accounts from time to time, in the amounts and for the purposes set forth in the Indenture. Funds on deposit in the Owner Trust Spread Account shall be invested at the direction of the Administrator by the Indenture Trustee or the Paying Agent in Permitted Investments. The Indenture Trustee shall maintain for the benefit of the Noteholders and the Series Certificateholder possession of the negotiable instruments or securities, if any, evidencing such Permitted Investments. No Permitted Investment shall be disposed of prior to its maturity. To the extent so instructed by the Administrator on any Transfer Date, the Indenture Trustee or the Paying Agent shall, if the amount on deposit in the Owner Trust Spread Account is greater than the Required Owner Trust Spread Account Amount for such Transfer Date, pay the amount of such excess to the Certificateholder pursuant to the Indenture.

Owner Trust Accounts. The Administrator shall establish and maintain, (i) in the name of the Indenture Trustee, for the benefit of the Noteholders, an Eligible Deposit Account (the "" Note Distribution Account"), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Noteholders. The Administrator shall establish and maintain, in the name of the Indenture Trustee, for the benefit of the Class C Noteholders (and, to the extent expressly provided in the Indenture, the Certificateholder), an Eligible Deposit Account (the "Owner Trust Spread Account"), and, together with the Note Distribution Account, the "Owner Trust Accounts"), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Class C Noteholders. The Indenture Trustee shall possess all right, title and interest in all funds on deposit from time to time in the Owner Trust Accounts and in all proceeds thereof. The Note Distribution Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders. The Owner Trust Spread Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Class C Noteholders (and, to the extent expressly provided in the Indenture, the Certificateholder). If, at any time, any Owner Trust Account ceases to be an Eligible Deposit Account, the Administrator shall notify the Indenture Trustee, and the Indenture Trustee upon being notified (or the Administrator on its behalf) shall, within 10 Business Days, establish a new Owner Trust Account which meets the conditions specified in the definition of Eligible Deposit Account, and shall transfer any cash or any investments to such new Owner Trust Account. The Indenture Trustee, at the direction of the Administrator, shall make withdrawals from the Owner Trust Accounts from time to time, in the amounts and for the purposes set forth in the Indenture. Funds on deposit in the Owner Trust Spread Account shall be invested at the direction of the Administrator by the Indenture Trustee or the Paying Agent in Permitted Investments. The Indenture Trustee shall maintain for the benefit of the Noteholders and the Series Certificateholder possession of the negotiable instruments or securities, if any, evidencing such Permitted Investments. No Permitted Investment shall be disposed of prior to its maturity. To the extent so instructed by the Administrator on any Transfer Date, the Indenture Trustee or the Paying Agent shall, if the amount on deposit in the Owner Trust Spread Account is greater than the Required Owner Trust Spread Account Amount for such Transfer Date, pay the amount of such excess to the Certificateholder pursuant to the Indenture.

Owner Trust Accounts. The Administrator shall establish and maintain, (i) in the name of the Indenture Trustee, for the benefit of the Noteholders, an Eligible Deposit Account (the "Note Distribution Account"), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Noteholders. The Administrator shall establish and maintain, in the name of the Indenture Trustee, for the benefit of the Class C Noteholders (and, to the extent expressly provided in the Indenture, the Certificateholder), an Eligible Deposit Account (the "Owner Trust Spread Account"), and, together with the Note Distribution Account, the "Owner Trust Accounts"), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Class C Noteholders. The Indenture Trustee shall possess all right, title and interest in all funds on deposit from time to time in the Owner Trust Accounts and in all proceeds thereof. The Note Distribution Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders. The Owner Trust Spread Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Class C Noteholders (and, to the extent expressly provided in the Indenture, the Certificateholder). If, at any time, any Owner Trust Account ceases to be an Eligible Deposit Account, the Administrator shall notify the Indenture Trustee, and the Indenture Trustee upon being notified (or the Administrator on its behalf) shall, within 10 Business Days, establish a new Owner Trust Account which meets the conditions specified in the definition of Eligible Deposit Account, and shall transfer any cash or any investments to such new Owner Trust Account. The Indenture Trustee, at the direction of the AdministratorAdminis- trator, shall make withdrawals from the Owner Trust Accounts from time to time, in the amounts and for the purposes set forth in the Indenture. Funds on deposit in the Owner Trust Spread Account shall be invested at the direction of the Administrator by the Indenture Trustee or the Paying Agent in Permitted Investments. The Indenture Trustee shall maintain for the benefit of the Noteholders and the Series Certificateholder possession of the negotiable instruments or securities, if any, evidencing such Permitted Investments. No Permitted Investment shall be disposed of prior to its maturity. To the extent so instructed by the Administrator on any Transfer Date, the Indenture Trustee or the Paying Agent shall, if the amount on deposit in the Owner Trust Spread Account is greater than the Required Owner Trust Spread Account Amount for such Transfer Date, pay the amount of such excess to the Certificateholder pursuant to the Indenture.

Owner Trust Accounts. The Administrator shall establish and maintain, (i) in the name of the Indenture Trustee, for the benefit of the Noteholders, an Eligible Deposit Account (the "Note Distribution Account"), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Noteholders. The Administrator shall establish and maintain, (ii) in the name of the Indenture Trustee, for the benefit of the Class C Noteholders (and, to the extent expressly provided in the Indenture, the Certificateholder), an Eligible Deposit Account (the "Owner Trust Spread Account"), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Class C Noteholders and the Certificateholder, (iii) in the name of the Indenture Trustee, for the benefit of the Class A Noteholders, an Eligible Deposit Account (the "Class A Deferred Payment Account"), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Class A Noteholders and (iv) in the name of the Indenture Trustee, for the benefit of the Class A Noteholders, an Eligible Deposit Account (the "Interest Reserve Account" and, together with the Note Distribution Account, the Owner Trust Spread Account and the Class A Deferred Payment Account, the "Owner Trust Accounts"), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Class C NoteholdersA Noteholders and the Class A Swap Counterparty. The Indenture Trustee shall possess all right, title and interest in all funds on deposit from time to time in the Owner Trust Accounts and in all proceeds thereof. The Note Distribution Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders. The Owner Trust Spread Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Class C Noteholders (and, to the extent expressly provided in the Indenture, the Certificateholder). The Class A Deferred Payment Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Class A Noteholders. The Interest Reserve Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Class A Noteholders. If, at any time, any Owner Trust Account ceases to be an Eligible Deposit Account, the Administrator shall notify the Indenture Trustee, and the Indenture Trustee upon being notified (or the Administrator on its behalf) shall, within 10 Business Days, establish a new Owner Trust Account which meets the conditions specified in the definition of Eligible Deposit Account, and shall transfer any cash or any investments to such new Owner Trust Account. The Indenture Trustee, at the direction of the Administrator, shall make withdrawals from the Owner Trust Accounts from time to time, in the amounts and for the purposes set forth in the Indenture. Funds on deposit in the Owner Trust Spread Account shall be invested at the direction of the Administrator by the Indenture Trustee or the Paying Agent in Permitted Investments. The Indenture Trustee shall maintain for the benefit of the Noteholders and the Series Certificateholder possession of the negotiable instruments or securities, if any, evidencing such Permitted Investments. No Permitted Investment shall be disposed of prior to its maturity. To the extent so instructed by the Administrator on any Transfer Date, the Indenture Trustee or the Paying Agent shall, if the amount on deposit in the Owner Trust Spread Account is greater than the Required Owner Trust Spread Account Amount for such Transfer Date, pay the amount of such excess to the Certificateholder pursuant to the Indenture.

Owner Trust Accounts. The Administrator shall establish and maintain, (i) in the name of the Indenture Trustee, for the benefit of the Noteholders, an Eligible Deposit Account (the "Note Distribution Account"), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Noteholders. The Administrator shall establish and maintain, in the name of the Indenture Trustee, for the benefit of the Class C Noteholders (and, to the extent expressly provided in the Indenture, the Certificateholder), an Eligible Deposit Account (the "Owner Trust Spread Account"), and, and together with the Note Distribution Account, the "Owner Trust Accounts"), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Class C NoteholdersNoteholder and the Certificateholder. The Indenture Trustee shall possess all right, title and interest in all funds on deposit from time to time in the Owner Trust Accounts and in all proceeds thereof. The Note Distribution Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders. The Owner Trust Spread Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Class C Noteholders (and, to the extent expressly provided in the Indenture, the Certificateholder). If, at any time, any Owner Trust Account ceases to be an Eligible Deposit Account, the Administrator shall notify the Indenture Trustee, and the Indenture Trustee upon being notified (or the Administrator on its behalf) shall, within 10 Business Days, establish a new Owner Trust Account which meets the conditions specified in the definition of Eligible Deposit Account, and shall transfer any cash or any investments to such new Owner Trust Account. The Indenture Trustee, at the direction of the Administrator, shall make withdrawals from the Owner Trust Accounts from time to time, in the amounts and for the purposes set forth in the Indenture. Funds on deposit in the Owner Trust Spread Account shall be invested at the direction of the Administrator by the Indenture Trustee or the Paying Agent in Permitted Investments. The Indenture Trustee shall maintain for the benefit of the Noteholders and the Series Certificateholder possession of the negotiable instruments or securities, if any, evidencing such Permitted Investments. No Permitted Investment shall be disposed of prior to its maturity. To the extent so instructed by the Administrator on any Transfer Date, the Indenture Trustee or the Paying Agent shall, if the amount on deposit in the Owner Trust Spread Account is greater than the Required Owner Trust Spread Account Amount for such Transfer Date, pay the amount of such excess to the Certificateholder pursuant to the Indenture.

Owner Trust Accounts. The Administrator shall establish and maintain, (i) in the name of the Indenture Trustee, for the benefit of the Noteholders, an Eligible Deposit Account (the "" Note Distribution Account"), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Noteholders. The Administrator shall establish and maintain, in the name of the Indenture Trustee, for the benefit of the Class C Noteholders (and, to the extent expressly provided in the Indenture, the Certificateholder), an Eligible Deposit Account (the "" Owner Trust Spread Account"), and, together with the Note Distribution Account, the "Owner Trust Accounts"), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Class C Noteholders. The Indenture Trustee shall possess all right, title and interest in all funds on deposit from time to time in the Owner Trust Accounts and in all proceeds thereof. The Note Distribution Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders. The Owner Trust Spread Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Class C Noteholders (and, to the extent expressly provided in the Indenture, the Certificateholder). If, at any time, any Owner Trust Account ceases to be an Eligible Deposit Account, the Administrator shall notify the Indenture Trustee, and the Indenture Trustee upon being notified (or the Administrator on its behalf) shall, within 10 Business Days, establish a new Owner Trust Account which meets the conditions specified in the definition of Eligible Deposit Account, and shall transfer any cash or any investments to such new Owner Trust Account. The Indenture Trustee, at the direction of the Administrator, shall make withdrawals from the Owner Trust Accounts from time to time, in the amounts and for the purposes set forth in the Indenture. Funds on deposit in the Owner Trust Spread Account shall be invested at the direction of the Administrator by the Indenture Trustee or the Paying Agent in Permitted Investments. The Indenture Trustee shall maintain for the benefit of the Noteholders and the Series Certificateholder possession of the negotiable instruments or securities, if any, evidencing such Permitted Investments. No Permitted Investment shall be disposed of prior to its maturity. To the extent so instructed by the Administrator on any Transfer Date, the Indenture Trustee or the Paying Agent shall, if the amount on deposit in the Owner Trust Spread Account is greater than the Required Owner Trust Spread Account Amount for such Transfer Date, pay the amount of such excess to the Certificateholder pursuant to the Indenture.

Owner Trust Accounts. The Administrator shall establish and maintain, (i) in the name of the Indenture Trustee, for the benefit of the Noteholders, an Eligible Deposit Account (the "" Note Distribution Account"), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Noteholders. The Administrator shall establish and maintain, in the name of the Indenture Trustee, for the benefit of the Class C Noteholders (and, to the extent expressly provided in the Indenture, the Certificateholder), an Eligible Deposit Account (the "Owner Trust Spread Account"), and, together with the Note Distribution Account, the "Owner Trust Accounts"), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Class C Noteholders. The Indenture Trustee shall possess all right, title and interest in all funds on deposit from time to time in the Owner Trust Accounts and in all proceeds thereof. The Note Distribution Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders. The Owner Trust Spread Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Class C Noteholders (and, to the extent expressly provided in the Indenture, the Certificateholder). If, at any time, any Owner Trust Account ceases to be an Eligible Deposit Account, the Administrator shall notify the Indenture Trustee, and the Indenture Trustee upon being notified (or the Administrator on its behalf) shall, within 10 Business Days, establish a new Owner Trust Account which meets the conditions specified in the definition of Eligible Deposit Account, and shall transfer any cash or any investments to such new Owner Trust Account. The Indenture Trustee, at the direction of the Administrator, shall make withdrawals from the Owner Trust Accounts from time to time, in the amounts and for the purposes set forth in the Indenture. Funds on deposit in the Owner Trust Spread Account shall be invested at the direction of the Administrator by the Indenture Trustee or the Paying Agent in Permitted Investments. The Indenture Trustee shall maintain for the benefit of the Noteholders and the Series Certificateholder possession of the negotiable instruments or securities, if any, evidencing such Permitted Investments. No Permitted Investment shall be disposed of prior to its maturity. To the extent so instructed by the Administrator on any Transfer Date, the Indenture Trustee or the Paying Agent shall, if the amount on deposit in the Owner Trust Spread Account is greater than the Required Owner Trust Spread Account Amount for such Transfer Date, pay the amount of such excess to the Certificateholder pursuant to the Indenture.