Common use of Principal Funding Account Clause in Contracts

Principal Funding Account. (a) The Indenture Trustee, for the benefit of the Noteholders, will establish and maintain with the Indenture Trustee in the name of the Indenture Trustee, on behalf of the Issuer, a Qualified Account (including any subaccounts thereof) bearing a designation clearly indicating that the funds and other property credited thereto are held for the benefit of the Noteholders (the "PRINCIPAL FUNDING ACCOUNT"). The Principal Funding Account will consist of two segregated subaccounts: (i) the "PRINCIPAL FUNDING ACCOUNT SECURITIES SUBACCOUNT" to which financial assets (other than cash and money) credited to the Principal Funding Account will be credited and (ii) the "PRINCIPAL FUNDING ACCOUNT CASH DEPOSIT SUBACCOUNT" to which cash and money deposited in the Principal Funding Account will be credited. The Indenture Trustee will possess all right, title and interest in all Eligible Investments and all monies, cash, instruments, securities, securities entitlements, documents, certificates of deposit and other property from time to time on deposit in or credited to the Principal Funding Account and in all interest, proceeds, earnings, income, revenue, dividends and other distributions thereof (including any accrued discount realized on liquidation of any investment purchased at a discount) for the benefit of the Noteholders. Except as expressly provided in this Indenture Supplement and the Transfer and Servicing Agreements, the Servicer agrees that it has no right of setoff or banker's lien against, and no right to otherwise deduct from, any funds and other property held in the Principal Funding Account for any amount owed to it by the Indenture Trustee, the Issuer, any Noteholder or any Series Enhancer. If, at any time, (x) the Principal Funding Account ceases to be a Qualified Account or (y) the Indenture Trustee no longer maintains the Principal Funding Account, then within ten Business Days (or such longer period as to which each Rating Agency may consent), the Indenture Trustee (or the Servicer on its behalf) will establish a new Principal Funding Account meeting the conditions specified above, transfer any monies, instruments, securities, security entitlements, documents, certificates of deposit and other property to such new Principal Funding Account and from the date such new Principal Funding Account is established, it will be the "Principal Funding Account." Any Eligible Institution at which the successor Principal Funding Account is established shall deliver a written acceptance of its appointment and shall agree to be bound by the provisions in the Indenture relating to the Securities Intermediary and the Bank as they relate to the Principal Funding Account. The Indenture Trustee, at the written direction of the Servicer, will (i) make withdrawals from the Principal Funding Account from time to time, in the amounts and for the purposes set forth in this Indenture Supplement and (ii) on each Distribution Date (from and after the commencement of the Controlled Accumulation Period) before the earlier of payment in full of the Series 2006-4 Notes and the Series 2006-4 Final Maturity Date, make deposits into the Principal Funding Account in the amounts specified in, and in accordance with, Section 4.04(d)(i).

Principal Funding Account. (a) The Indenture Trustee, for the benefit of the Noteholders, will establish and maintain with the Indenture Trustee in the name of the Indenture Trustee, on behalf of the Issuer, a Qualified Account (including any subaccounts thereof) bearing a designation clearly indicating that the funds and other property credited thereto are held for the benefit of the Noteholders (the "PRINCIPAL FUNDING ACCOUNT"). The Principal Funding Account will consist of two segregated subaccounts: (i) the "PRINCIPAL FUNDING ACCOUNT SECURITIES SUBACCOUNT" to which financial assets (other than cash and money) credited to the Principal Funding Account will be credited and (ii) the "PRINCIPAL FUNDING ACCOUNT CASH DEPOSIT SUBACCOUNT" to which cash and money deposited in the Principal Funding Account will be credited. The Indenture Trustee will possess all right, title and interest in all Eligible Investments and all monies, cash, instruments, securities, securities entitlements, documents, certificates of deposit and other property from time to time on deposit in or credited to the Principal Funding Account and in all interest, proceeds, earnings, income, revenue, dividends and other distributions thereof (including any accrued discount realized on liquidation of any investment purchased at a discount) for the benefit of the Noteholders. Except as expressly provided in this Indenture Supplement and the Transfer and Servicing Agreements, the Servicer agrees that it has no right of setoff or banker's lien against, and no right to otherwise deduct from, any funds and other property held in the Principal Funding Account for any amount owed to it by the Indenture Trustee, the Issuer, any Noteholder or any Series Enhancer. If, at any time, (x) the Principal Funding Account ceases to be a Qualified Account or (y) the Indenture Trustee no longer maintains the Principal Funding Account, then within ten Business Days (or such longer period as to which each Rating Agency may consent), the Indenture Trustee (or the Servicer on its behalf) will establish a new Principal Funding Account meeting the conditions specified above, transfer any monies, instruments, securities, security entitlements, documents, certificates of deposit and other property to such new Principal Funding Account and from the date such new Principal Funding Account is established, it will be the "Principal Funding Account." Any Eligible Institution at which the successor Principal Funding Account is established shall deliver a written acceptance of its appointment and shall agree to be bound by the provisions in the Indenture relating to the Securities Intermediary and the Bank as they relate to the Principal Funding Account. The Indenture Trustee, at the written direction of the Servicer, will (i) make withdrawals from the Principal Funding Account from time to time, in the amounts and for the purposes set forth in this Indenture Supplement and (ii) on each Distribution Date (from and after the commencement of the Controlled Accumulation Period) before the earlier of payment in full of the Series 2006-4 3 Notes and the Series 2006-4 3 Final Maturity Date, make deposits into the Principal Funding Account in the amounts specified in, and in accordance with, Section 4.04(d)(i).

Principal Funding Account. (aww) The Indenture Trustee shall establish and maintain with a Qualified Institution, which may be the Trustee, in the name of the Trust, on behalf of the Trust, for the benefit of the NoteholdersInvestor Certificateholders, will establish and maintain a segregated trust account with the Indenture Trustee in corporate trust department of such Qualified Institution (the name of the Indenture Trustee"Principal Funding Account"), on behalf of the Issuer, a Qualified Account (including any subaccounts thereof) bearing a designation clearly indicating that the funds and other property credited thereto deposited therein are held for the benefit of the Noteholders (the "PRINCIPAL FUNDING ACCOUNT")Investor Certificateholders. The Principal Funding Account will consist of two segregated subaccounts: (i) the "PRINCIPAL FUNDING ACCOUNT SECURITIES SUBACCOUNT" to which financial assets (other than cash and money) credited to the Principal Funding Account will be credited and (ii) the "PRINCIPAL FUNDING ACCOUNT CASH DEPOSIT SUBACCOUNT" to which cash and money deposited in the Principal Funding Account will be credited. The Indenture Trustee will shall possess all right, title and interest in all Eligible Investments and all monies, cash, instruments, securities, securities entitlements, documents, certificates of funds on deposit and other property from time to time on deposit in or credited to the Principal Funding Account and in all interest, proceeds, earnings, income, revenue, dividends proceeds thereof. The Principal Funding Account shall be under the sole dominion and other distributions thereof (including any accrued discount realized on liquidation control of any investment purchased at a discount) the Trustee for the benefit of the NoteholdersInvestor Certificateholders. Except as expressly provided in this Indenture Supplement and the Transfer and Servicing Agreements, the Servicer agrees that it has no right of setoff or banker's lien against, and no right to otherwise deduct from, any funds and other property held in the Principal Funding Account for any amount owed to it by the Indenture Trustee, the Issuer, any Noteholder or any Series Enhancer. If, If at any time, (x) time the institution holding the Principal Funding Account ceases to be a Qualified Account or (y) the Indenture Trustee no longer maintains the Principal Funding Account, then within ten Business Days (or such longer period as to which each Rating Agency may consent)Institution, the Indenture Seller shall notify the Trustee, and the Trustee upon being notified (or the Servicer on its behalf) will shall, within 10 Business Days, establish a new Principal Funding Account meeting the conditions specified aboveabove with a Qualified Institution, and shall transfer any monies, instruments, securities, security entitlements, documents, certificates of deposit and other property cash or any investments to such new Principal Funding Account and from the date such new Principal Funding Account is established, it will be the "Principal Funding Account." Any Eligible Institution at which the successor Principal Funding Account is established shall deliver a written acceptance of its appointment and shall agree to be bound by the provisions in the Indenture relating to the Securities Intermediary and the Bank as they relate to the Principal Funding Account. The Indenture Trustee, at the written direction of the Servicer, will shall (i) make withdrawals from the Principal Funding Account from time to time, in the amounts and for the purposes set forth in this Indenture Series Supplement and (ii) on each Distribution Transfer Date (from and after the commencement of the Controlled Accumulation Period or the Rapid Accumulation Period) before prior to the earlier of payment in full termination of the Series 2006-4 Notes and the Series 2006-4 Final Maturity Date, Principal Funding Account make deposits into the Principal Funding Account in the amounts specified in, and otherwise in accordance with, Section 4.04(d)(isubsection 4.09(e).. (xx) Funds on deposit in the Principal Funding Account shall be invested at the direction of the Servicer by the Trustee in Permitted Investments. Funds on deposit in the Principal Funding Account on any Transfer Date, after giving effect to any withdrawals from the Principal Funding Account on such Transfer Date, shall be invested in such investments that will mature so that such funds will be available for withdrawal on or prior to the following Transfer Date. The Trustee shall maintain for the benefit of the Investor Certificateholders possession of the negotiable instruments or securities, if any, evidencing such Permitted Investments. No Permitted Investment shall be disposed of prior to its maturity. On each Transfer Date with respect to the Controlled Accumulation Period or the Rapid Accumulation Period and on the first Transfer Date with respect to the Rapid Amortization Period, the Trustee, acting at the Servicer's direction given on or before such Transfer Date, shall transfer from the Principal Funding Account to the Finance Charge Account the Principal Funding Investment Proceeds on deposit in the Principal Funding Account, but not in excess of the Covered Amount, for application in the following priority:

Principal Funding Account. (a) The Indenture Trustee shall establish and maintain with a Qualified Institution, which may be the Trustee, in the name of the Trust, on behalf of the Trust, for the benefit of the NoteholdersInvestor Certificateholders, will establish and maintain a segregated trust account with the Indenture Trustee in corporate trust department of such Qualified Institution (the name of the Indenture Trustee"Principal Funding Account"), on behalf of the Issuer, a Qualified Account (including any subaccounts thereof) bearing a designation clearly indicating that the funds and other property credited thereto deposited therein are held for the benefit of the Noteholders (the "PRINCIPAL FUNDING ACCOUNT")Investor Certificateholders. The Principal Funding Account will consist of two segregated subaccounts: (i) the "PRINCIPAL FUNDING ACCOUNT SECURITIES SUBACCOUNT" to which financial assets (other than cash and money) credited to the Principal Funding Account will be credited and (ii) the "PRINCIPAL FUNDING ACCOUNT CASH DEPOSIT SUBACCOUNT" to which cash and money deposited in the Principal Funding Account will be credited. The Indenture Trustee will shall possess all right, title and interest in all Eligible Investments and all monies, cash, instruments, securities, securities entitlements, documents, certificates of funds on deposit and other property from time to time on deposit in or credited to the Principal Funding Account and in all interest, proceeds, earnings, income, revenue, dividends proceeds thereof. The Principal Funding Account shall be under the sole dominion and other distributions thereof (including any accrued discount realized on liquidation control of any investment purchased at a discount) the Trustee for the benefit of the NoteholdersInvestor Certificateholders. Except as expressly provided in this Indenture Supplement and the Transfer and Servicing Agreements, the Servicer agrees that it has no right of setoff or banker's lien against, and no right to otherwise deduct from, any funds and other property held in the Principal Funding Account for any amount owed to it by the Indenture Trustee, the Issuer, any Noteholder or any Series Enhancer. If, If at any time, (x) time the institution holding the Principal Funding Account ceases to be a Qualified Account or (y) the Indenture Trustee no longer maintains the Principal Funding Account, then within ten Business Days (or such longer period as to which each Rating Agency may consent)Institution, the Indenture Seller shall notify the Trustee, and the Trustee upon being notified (or the Servicer on its behalf) will shall, within 10 Business Days, establish a new Principal Funding Account meeting the conditions specified aboveabove with a Qualified Institution, and shall transfer any monies, instruments, securities, security entitlements, documents, certificates of deposit and other property cash or any investments to such new Principal Funding Account and from the date such new Principal Funding Account is established, it will be the "Principal Funding Account." Any Eligible Institution at which the successor Principal Funding Account is established shall deliver a written acceptance of its appointment and shall agree to be bound by the provisions in the Indenture relating to the Securities Intermediary and the Bank as they relate to the Principal Funding Account. The Indenture Trustee, at the written direction of the Servicer, will shall (i) make withdrawals from the Principal Funding Account from time to time, in the amounts and for the purposes set forth in this Indenture Series Supplement and (ii) on each Distribution Transfer Date (from and after the commencement of the Controlled Accumulation Period or the Rapid Accumulation Period) before prior to the earlier of payment in full termination of the Series 2006-4 Notes and the Series 2006-4 Final Maturity Date, Principal Funding Account make deposits into the Principal Funding Account in the amounts specified in, and otherwise in accordance with, Section 4.04(d)(isubsection 4.09(e).. (b) Funds on deposit in the Principal Funding Account shall be invested at the direction of the Servicer by the Trustee in Permitted Investments. Funds on deposit in the Principal Funding Account on any Transfer Date, after giving effect to any withdrawals from the Principal Funding Account on such Transfer Date, shall be invested in such investments that will mature so that such funds will be available for withdrawal on or prior to the following Transfer Date. The Trustee shall maintain for the benefit of the Investor Certificateholders possession of the negotiable instruments or securities, if any, evidencing such Permitted Investments. No Permitted Investment shall be disposed of prior to its maturity. On each Transfer Date with respect to the Controlled Accumulation Period or the Rapid Accumulation Period and on the first Transfer Date with respect to the Rapid Amortization Period, the Trustee, acting at the Servicer's direction given on or before such Transfer Date, shall transfer from the Principal Funding Account to the Finance Charge Account the Principal Funding Investment Proceeds on deposit in the Principal Funding Account, but not in excess of the Covered Amount, for application in the following priority: (i) an amount up to that portion of the Covered Amount computed pursuant to clause (a) of the definition of Covered Amount shall be treated as Class A Available Funds to be applied pursuant to subsections 4.09(a)(i) and (ii); and (ii) an amount up to that portion of the Covered Amount computed pursuant to clause (b) of the definition of Covered Amount shall be treated as Class B Available Funds to be applied pursuant to subsection 4.09(b)(i). Any Excess Principal Funding Investment Proceeds shall be paid to the Seller on each Transfer Date. An amount equal to any Principal Funding Investment Shortfall will be deposited into the Finance Charge Account on (i) each Transfer Date with respect to the Controlled Accumulation Period, from the Reserve Account to the extent funds are available pursuant to subsection 4.15(d), (ii) the first Transfer Date with respect to the Rapid Accumulation Period, from the Reserve Account to the extent funds are available pursuant to subsection 4.15(d) and from the Swap Reserve Fund to the extent funds are available pursuant to subsection 4.16(d), as applicable, and on each Transfer Date thereafter with respect to the Rapid Accumulation Period, from the Swap Reserve Fund to the extent funds are available pursuant to subsection 4.16(d) and (iii) the first Transfer Date with respect to the Rapid Amortization Period, (x) if such Rapid Amortization Period commences prior to the commencement of the Rapid Accumulation Period, from the Reserve Account to the extent funds are available pursuant to subsection 4.15(d) or (y) if such Rapid Amortization Period commences after the commencement of the Rapid Accumulation Period, from the Swap Reserve Fund to the extent funds are available pursuant to subsection 4.16(d). Principal Funding Investment Proceeds (including reinvested interest) shall not be considered part of the amounts on deposit in the Principal Funding Account for purposes of this Series Supplement. SECTION 4.15

Principal Funding Account. (a) The Indenture Trustee, for the benefit of the Series 2010-5 Noteholders, will establish and maintain with the Indenture Trustee in the name of the Indenture Trustee, on behalf of the Issuer, a Qualified Account (including any subaccounts thereof) bearing a designation clearly indicating that the funds and other property credited thereto are held for the benefit of the Series 2010-5 Noteholders (the "PRINCIPAL FUNDING ACCOUNTPrincipal Funding Account"). The Principal Funding Account will consist of two segregated subaccounts: (i) the "PRINCIPAL FUNDING ACCOUNT SECURITIES SUBACCOUNTPrincipal Funding Account Securities Subaccount" to which financial assets (other than cash and money) credited to the Principal Funding Account will be credited and (ii) the "PRINCIPAL FUNDING ACCOUNT CASH DEPOSIT SUBACCOUNTPrincipal Funding Account Cash Deposit Subaccount" to which cash and money deposited in the Principal Funding Account will be credited. The Indenture Trustee will possess all right, title and interest in all Eligible Investments and all monies, cash, instruments, securities, securities entitlements, documents, certificates of deposit and other property from time to time on deposit in or credited to the Principal Funding Account and in all interest, proceeds, earnings, income, revenue, dividends and other distributions thereof (including any accrued discount realized on liquidation of any investment purchased at a discount) for the benefit of the Series 2010-5 Noteholders. Except as expressly provided in this Indenture Supplement and the Transfer and Servicing Agreements, the Servicer agrees that it has no right of setoff or banker's lien against, and no right to otherwise deduct from, any funds and other property held in the Principal Funding Account for any amount owed to it by the Indenture Trustee, the Issuer, any Noteholder Issuer or any Series EnhancerNoteholder. If, at any time, (x) the Principal Funding Account ceases to be a Qualified Account or (y) the Indenture Trustee no longer maintains the Principal Funding Account, then within ten Business Days (or such longer period as to which each satisfies the Rating Agency may consentCondition), the Indenture Trustee Issuer (or the Servicer on its behalf) will establish a new Principal Funding Account meeting the conditions specified above, transfer any monies, instruments, securities, security entitlements, documents, certificates of deposit and other property to such new Principal Funding Account and from the date such new Principal Funding Account is established, it will be the "Principal Funding Account." Any Eligible Institution at which the successor Principal Funding Account is established shall will deliver a written acceptance of its appointment and shall will agree to be bound by the provisions in the Indenture relating to the Securities Intermediary and the Bank as they relate to the Principal Funding Account. The Indenture Trustee, at the written direction of the Servicer, will (i) make withdrawals from the Principal Funding Account from time to time, in the amounts and for the purposes set forth in this Indenture Supplement and (ii) on each Distribution Date (from and after the commencement of the Controlled Accumulation Period) before the earlier of payment in full of the Series 20062010-4 5 Notes and the Series 20062010-4 5 Final Maturity Date, make deposits into the Principal Funding Account in the amounts specified in, and in accordance with, Section 4.04(d)(i).

Principal Funding Account. (a) The Indenture Trustee, for the benefit of the Noteholders, will establish and maintain with the Indenture Trustee or its nominee in the name of the Indenture Trustee, on behalf of the Issuer, a Qualified Account (including any subaccounts thereof) bearing a designation clearly indicating that the funds and other property credited thereto are held for the benefit of the Noteholders (the "PRINCIPAL FUNDING ACCOUNT"). The Principal Funding Account will consist of two segregated subaccounts: (i) the "PRINCIPAL FUNDING ACCOUNT SECURITIES SUBACCOUNT" to which financial assets (other than cash and money) credited to the Principal Funding Account will be credited and (ii) the "PRINCIPAL FUNDING ACCOUNT CASH DEPOSIT SUBACCOUNT" to which cash and money deposited in the Principal Funding Account will be credited. The Indenture Trustee will possess all right, title and interest in all Eligible Investments and all monies, cash, instruments, securities, securities entitlements, documents, certificates of deposit and other property from time to time on deposit in or credited to the Principal Funding Account and in all interest, proceeds, earnings, income, revenue, dividends and other distributions thereof (including any accrued discount realized on liquidation of any investment purchased at a discount) for the benefit of the Noteholders. Except as expressly provided in this Indenture Supplement and the Transfer and Servicing Agreements, the Servicer agrees that it has no right of setoff or banker's lien against, and no right to otherwise deduct from, any funds and other property held in the Principal Funding Account for any amount owed to it by the Indenture Trustee, the Issuer, any Noteholder or any Series Enhancer. If, at any time, (x) the Principal Funding Account ceases to be a Qualified Account or (y) the Indenture Trustee no longer maintains the Principal Funding Account, then within ten Business Days (or such longer period as to which each Rating Agency may consent), the Indenture Trustee (or the Servicer on its behalf) will establish a new Principal Funding Account meeting the conditions specified above, transfer any monies, instruments, securities, security entitlements, documents, certificates of deposit and other property to such new Principal Funding Account and from the date such new Principal Funding Account is established, it will be the "Principal Funding Account." Any Eligible Institution at which the successor Principal Funding Account is established shall deliver a written acceptance of its appointment and shall agree to be bound by the provisions in the Indenture relating to the Securities Intermediary and the Bank as they relate to the Principal Funding Account. The Indenture Trustee, at the written direction of the Servicer, will (i) make withdrawals from the Principal Funding Account from time to time, in the amounts and for the purposes set forth in this Indenture Supplement and (ii) on each Distribution Date (from and after the commencement of the Controlled Accumulation Period) before the earlier of payment in full of the Series 20062004-4 1 Notes and the Series 20062004-4 1 Final Maturity Date, make deposits into the Principal Funding Account in the amounts specified in, and in accordance with, Section 4.04(d)(i).

Principal Funding Account. (aww) The Indenture Trustee shall establish and maintain with a Qualified Institution, which may be the Trustee, in the name of the Trust, on behalf of the Trust, for the benefit of the NoteholdersInvestor Certificateholders, will establish and maintain a segregated trust account with the Indenture Trustee in corporate trust department of such Qualified Institution (the name of the Indenture Trustee"Principal Funding Account"), on behalf of the Issuer, a Qualified Account (including any subaccounts thereof) bearing a designation clearly indicating that the funds and other property credited thereto deposited therein are held for the benefit of the Noteholders (the "PRINCIPAL FUNDING ACCOUNT")Investor Certificateholders. The Principal Funding Account will consist of two segregated subaccounts: (i) the "PRINCIPAL FUNDING ACCOUNT SECURITIES SUBACCOUNT" to which financial assets (other than cash and money) credited to the Principal Funding Account will be credited and (ii) the "PRINCIPAL FUNDING ACCOUNT CASH DEPOSIT SUBACCOUNT" to which cash and money deposited in the Principal Funding Account will be credited. The Indenture Trustee will shall possess all right, title and interest in all Eligible Investments and all monies, cash, instruments, securities, securities entitlements, documents, certificates of funds on deposit and other property from time to time on deposit in or credited to the Principal Funding Account and in all interest, proceeds, earnings, income, revenue, dividends proceeds thereof. The Principal Funding Account shall be under the sole dominion and other distributions thereof (including any accrued discount realized on liquidation control of any investment purchased at a discount) the Trustee for the benefit of the NoteholdersInvestor Certificateholders. Except as expressly provided in this Indenture Supplement and the Transfer and Servicing Agreements, the Servicer agrees that it has no right of setoff or banker's lien against, and no right to otherwise deduct from, any funds and other property held in the Principal Funding Account for any amount owed to it by the Indenture Trustee, the Issuer, any Noteholder or any Series Enhancer. If, If at any time, (x) time the institution holding the Principal Funding Account ceases to be a Qualified Account or (y) the Indenture Trustee no longer maintains the Principal Funding Account, then within ten Business Days (or such longer period as to which each Rating Agency may consent)Institution, the Indenture Seller shall notify the Trustee, and the Trustee upon being notified (or the Servicer on its behalf) will shall, within 10 Business Days, establish a new Principal Funding Account meeting the conditions specified aboveabove with a Qualified Institution, and shall transfer any monies, instruments, securities, security entitlements, documents, certificates of deposit and other property cash or any investments to such new Principal Funding Account and from the date such new Principal Funding Account is established, it will be the "Principal Funding Account." Any Eligible Institution at which the successor Principal Funding Account is established shall deliver a written acceptance of its appointment and shall agree to be bound by the provisions in the Indenture relating to the Securities Intermediary and the Bank as they relate to the Principal Funding Account. The Indenture Trustee, at the written direction of the Servicer, will shall (i) make withdrawals from the Principal Funding Account from time to time, in the amounts and for the purposes set forth in this Indenture Series Supplement and (ii) on each Distribution Transfer Date (from and after the commencement of the Controlled Accumulation Period or the Rapid Accumulation Period) before prior to the earlier of payment in full termination of the Series 2006-4 Notes and the Series 2006-4 Final Maturity Date, Principal Funding Account make deposits into the Principal Funding Account in the amounts specified in, and otherwise in accordance with, Section 4.04(d)(isubsection 4.09(e).. (xx) Funds on deposit in the Principal Funding Account shall be invested at the direction of the Servicer by the Trustee in Permitted Investments. Funds on deposit in the Principal Funding Account on any Transfer Date, after giving effect to any withdrawals from the Principal Funding Account on such Transfer Date, shall be invested in such investments that will mature so that such funds will be available for withdrawal on or prior to the following Transfer Date. The Trustee shall maintain for the benefit of the Investor Certificateholders possession of the negotiable instruments or securities, if any, evidencing such Permitted Investments. No Permitted Investment shall be disposed of prior to its maturity. On each Transfer Date with respect to the Controlled Accumulation Period or the Rapid Accumulation Period and on the first Transfer Date with respect to the Rapid Amortization Period, the Trustee, acting at the Servicer's direction given on or before such Transfer Date, shall transfer from the Principal Funding Account to the Finance Charge Account the Principal Funding Investment Proceeds on deposit in the Principal Funding Account, but not in excess of the Covered Amount, for application in the following priority: (i) an amount up to that portion of the Covered Amount computed pursuant to clause (a) of the definition of Covered Amount shall be treated as Class A Available Funds to be applied pursuant to subsections 4.09(a)(i) and (ii); and (ii) an amount up to that portion of the Covered Amount computed pursuant to clause (b) of the definition of Covered Amount shall be treated as Class B Available Funds to be applied pursuant to subsection 4.09(b)(i). Any Excess Principal Funding Investment Proceeds shall be paid to the Seller on each Transfer Date. An amount equal to any Principal Funding Investment Shortfall will be deposited into the Finance Charge Account on (i) each Transfer Date with respect to the Controlled Accumulation Period, from the Reserve Account to the extent funds are available pursuant to subsection 4.15(d), (ii) the first Transfer Date with respect to the Rapid Accumulation Period, from the Reserve Account to the extent funds are available pursuant to subsection 4.15(d) and from the Swap Reserve Fund to the extent funds are available pursuant to subsection 4.16(d), as applicable, and on each Transfer Date thereafter with respect to the Rapid Accumulation Period, from the Swap Reserve Fund to the extent funds are available pursuant to subsection 4.16(d) and (iii) the first Transfer Date with respect to the Rapid Amortization Period, (x) if such Rapid Amortization Period commences prior to the commencement of the Rapid Accumulation Period, from the Reserve Account to the extent funds are available pursuant to subsection 4.15(d) or (y) if such Rapid Amortization Period commences after the commencement of the Rapid Accumulation Period, from the Swap Reserve Fund to the extent funds are available pursuant to subsection 4.16(d). Principal Funding Investment Proceeds (including reinvested interest) shall not be considered part of the amounts on deposit in the Principal Funding Account for purposes of this Series Supplement. SECTION 4.15

Principal Funding Account. (a) The Indenture Trustee, for the benefit of the Series 2009-2 Noteholders, will establish and maintain with the Indenture Trustee in the name of the Indenture Trustee, on behalf of the Issuer, a Qualified Account (including any subaccounts thereof) bearing a designation clearly indicating that the funds and other property credited thereto are held for the benefit of the Series 2009-2 Noteholders (the "PRINCIPAL FUNDING ACCOUNTPrincipal Funding Account"). The Principal Funding Account will consist of two segregated subaccounts: (i) the "PRINCIPAL FUNDING ACCOUNT SECURITIES SUBACCOUNTPrincipal Funding Account Securities Subaccount" to which financial assets (other than cash and money) credited to the Principal Funding Account will be credited and (ii) the "PRINCIPAL FUNDING ACCOUNT CASH DEPOSIT SUBACCOUNTPrincipal Funding Account Cash Deposit Subaccount" to which cash and money deposited in the Principal Funding Account will be credited. The Indenture Trustee will possess all right, title and interest in all Eligible Investments and all monies, cash, instruments, securities, securities entitlements, documents, certificates of deposit and other property from time to time on deposit in or credited to the Principal Funding Account and in all interest, proceeds, earnings, income, revenue, dividends and other distributions thereof (including any accrued discount realized on liquidation of any investment purchased at a discount) for the benefit of the Series 2009-2 Noteholders. Except as expressly provided in this Indenture Supplement and the Transfer and Servicing Agreements, the Servicer agrees that it has no right of setoff or banker's lien against, and no right to otherwise deduct from, any funds and other property held in the Principal Funding Account for any amount owed to it by the Indenture Trustee, the Issuer, any Noteholder Issuer or any Series EnhancerNoteholder. If, at any time, (x) the Principal Funding Account ceases to be a Qualified Account or (y) the Indenture Trustee no longer maintains the Principal Funding Account, then within ten Business Days (or such longer period as to which each satisfies the Rating Agency may consentCondition), the Indenture Trustee Issuer (or the Servicer on its behalf) will establish a new Principal Funding Account meeting the conditions specified above, transfer any monies, instruments, securities, security entitlements, documents, certificates of deposit and other property to such new Principal Funding Account and from the date such new Principal Funding Account is established, it will be the "Principal Funding Account." Any Eligible Institution at which the successor Principal Funding Account is established shall will deliver a written acceptance of its appointment and shall will agree to be bound by the provisions in the Indenture relating to the Securities Intermediary and the Bank as they relate to the Principal Funding Account. The Indenture Trustee, at the written direction of the Servicer, will (i) make withdrawals from the Principal Funding Account from time to time, in the amounts and for the purposes set forth in this Indenture Supplement and (ii) on each Distribution Date (from and after the commencement of the Controlled Accumulation Period) before the earlier of payment in full of the Series 20062009-4 2 Notes and the Series 20062009-4 2 Final Maturity Date, make deposits into the Principal Funding Account in the amounts specified in, and in accordance with, Section 4.04(d)(i).