WARRANTIES AND COVENANTS OF THE SECURITIES INTERMEDIARY. Section 3.01. Representations, Warranties and Covenants of the Securities Intermediary 4 Section 3.02. Duties and Liabilities of the Securities Intermediary Generally 4 ARTICLE FOUR
WARRANTIES AND COVENANTS OF THE SECURITIES INTERMEDIARY. Section 3.01. Representations, Warranties and Covenants of the Securities Intermediary 5 Section 3.02. Additional Representations and Warranties 6 ARTICLE FOUR MISCELLANEOUS SECTION Section 4.01. GOVERNING LAW 7 Section 4.02. WAIVER OF JURY TRIAL 7 Section 4.03. Conflict with Other Agreements 7 Section 4.04. Amendments 8 Section 4.05. Successors and Assigns 8 Section 4.06. Notices 8 Section 4.07. Termination 9 Section 4.08. No Petition 9 Section 4.09. Counterparts; Electronic Signatures 9 Section 4.10. Table of Contents and Headings 10 Section 4.11. Limitation of Liability 10 This 2023-A COLLATERAL ACCOUNT CONTROL AGREEMENT, dated as of May 1, 2023 (as amended, restated, modified or otherwise supplemented, this “Agreement”), is among MERCEDES-BENZ AUTO LEASE TRUST 2023-A (the “Issuer”), as initial secured party (the “Initial Secured Party”), U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as indenture trustee (in such capacity, the “Indenture Trustee”), as secured party (in such capacity, the “Assignee‑Secured Party”), and U.S. BANK NATIONAL ASSOCIATION, as securities intermediary (the “Securities Intermediary”).
WARRANTIES AND COVENANTS OF THE SECURITIES INTERMEDIARY. The Securities Intermediary makes the following representations, warranties and covenants: The Account has been established as set forth in Section 1 above and will be maintained in the manner set forth herein until this Agreement is terminated. The Securities Intermediary will not change the name or account number of the Account without the prior written consent of the Secured Party. No financial asset credited to the Account is or will be registered in the name of the Lien Grantor, payable to the order of the Lien Grantor, or specially indorsed to the Lien Grantor, unless such financial asset has been further indorsed by the Lien Grantor to the Securities Intermediary or in blank. This Agreement is a valid and binding agreement of the Securities Intermediary enforceable in accordance with its terms. The Securities Intermediary has not entered into, and until the termination of this Agreement will not enter into, any agreement with any person (other than the Secured Party) relating to the Account and/or any financial asset credited thereto pursuant to which it has agreed, or will agree, to comply with entitlement orders of such person. The Securities Intermediary has not entered into any other agreement with the Lien Grantor or the Secured Party purporting to limit or condition the obligation of the Securities Intermediary to comply with entitlement orders as agreed in Section 3 hereof.
WARRANTIES AND COVENANTS OF THE SECURITIES INTERMEDIARY. Section 3.01. Representations, Warranties and Covenants of the Securities Intermediary 4
WARRANTIES AND COVENANTS OF THE SECURITIES INTERMEDIARY. Section 3.01.
WARRANTIES AND COVENANTS OF THE SECURITIES INTERMEDIARY. Section 3.01 Representations, Warranties and Covenants of the Securities Intermediary ARTICLE FOUR MISCELLANEOUS Section 4.01 Choice of Law Section 4.02 Conflict with other Agreements Section 4.03 Amendments Section 4.04 Successors Section 4.05 Notices Section 4.06 Termination
WARRANTIES AND COVENANTS OF THE SECURITIES INTERMEDIARY. Section 3.01. Representations, Warranties and Covenants of the Securities Intermediary 4 Section 3.02. Duties and Liabilities of the Securities Intermediary Generally 4 ARTICLE FOUR MISCELLANEOUS Section 4.01. Choice of Law; Submission to Jurisdiction 5 Section 4.02. Conflict with other Agreements 6 Section 4.03. Amendments 6 Section 4.04. Successors 6 Section 4.05. Notices 6 Section 4.06. Termination 6 Section 4.07. Counterparts 7 Section 4.08. Limitation of Liability of Owner Trustee 7 Section 4.09. Rights of the Indenture Trustee 7 This Control Agreement, dated as of July 1, 2009 (this “Agreement”), is among American Honda Receivables Corp. (the “Seller”), Honda Auto Receivables 2009-3 Owner Trust (the “Initial Secured Party”), American Honda Finance Corporation (the “Servicer”), Citibank, N.A., as indenture trustee (the “Assignee-Secured Party”), and Citibank, N.A., as securities intermediary (the “Securities Intermediary”).
