Common use of Rights of Certificateholders and Allocation and Application of Collections Clause in Contracts

Rights of Certificateholders and Allocation and Application of Collections. SECTION 4.1 Establishment of Accounts and Allocations with Respect to the ------------------------------------------------------------- Exchangeable Seller Certificate. ------------------------------- (a) The Collection Account. The Servicer, for the benefit of the ---------------------- Certificateholders, shall establish and maintain in the name of the Trustee, on behalf of the Trust, or cause to be established and maintained, a non-interest bearing segregated trust account (the "Collection Account") bearing a ------------------ designation clearly indicating that the funds deposited therein are held in trust for the benefit of the Certificateholders, with an office or branch located in the State of Connecticut or New York, of (i) the corporate trust department of a Qualified Trust Institution or (ii) a depository institution or trust company (which may include the Servicer, the Trustee or an Affiliate of the Servicer) having corporate trust powers under applicable federal and state laws organized under the laws of the United States of America or any one of the states thereof or the District of Columbia; provided, however, that at all times -------- ------- the certificates of deposit, short-term deposits or commercial paper or the long-term unsecured debt obligations (other than such obligation whose rating is based on collateral or on the credit of a Person other than such institution or trust company) of such depository institution or trust company shall have a credit rating from Moody's and Standard & Poor's of P-1 and A-1+, respectively, and an equivalent rating from each other Rating Agency, if so rated thereby, in the case of the certificates of deposit, or a rating from Moody's of at least Aa3 and from Standard & Poor's of at least AAA, and an equivalent rating from each other Rating Agency, if so rated thereby, in the case of the long-term unsecured debt obligations and the deposits in whose accounts are insured to the limits provided by law and by the FDIC (each entity referred to in clauses (i) ----------- and (ii) a "Qualified Institution"); provided further, that upon the insolvency ---- --------------------- -------- ------- of the Servicer, the Collection Account shall not be permitted to be maintained with the Servicer. The Supplement for a Series may require the Trustee to establish and maintain a subaccount of the Collection Account for such a Series (such subaccount, a "Collection Subaccount") bearing a designation clearly --------------------- indicating that the funds deposited therein are held in trust for the benefit of the Certificateholders of such Series with a depository institution or trust company meeting the criteria provided in the related Supplement. The Collection Account or any Collection Subaccount may not be invested except as provided in the related Supplement. The funds on deposit in such Collection Subaccount may be invested in the manner provided in the related Supplement, and any earnings resulting from such investment shall be applied as provided in such Supplement. Pursuant to authority granted to it pursuant to subsection 3.1(b), the Servicer ----------------- shall have the power, revocable by the Trustee, to withdraw funds from the Collection Account or any Collection Subaccount for the purposes of carrying out its duties hereunder. Each Series of Investor Certificates shall represent interests in the Trust, including the benefits of any Enhancement to be provided by an Enhancement Provider issued with respect to such Series as indicated in the Supplement relating to such Series, and the right to receive Collections and other amounts at the times and in the amounts specified in this Article IV to be ---------- deposited in the Collection Account and any Series Accounts maintained for the benefit of the Certificateholders of such Series or paid to the Certificateholders of such Series. The Exchangeable Seller Certificate shall represent the interest in the Trust not represented by any Series of Investor Certificates then outstanding, including the right to receive Collections and other amounts at the time and in the amounts specified in this Article IV to be ---------- paid to the Seller (the "Seller Interest"); provided, however, that such --------------- -------- ------- certificate shall not represent any interest in the Collection Account or any Series Accounts maintained for the benefit of the Certificateholders of any Series or the benefits of any Enhancement to be provided by an Enhancement Provider issued with respect to any Series, except as specifically provided in this Article IV. ----------