Common use of The Collection Accounts Clause in Contracts

The Collection Accounts. 2.1 The Mortgage Administrator agrees that it shall submit to BACS not later than two (2) Business Days before each Loan Payment Date with respect to the Loans (or at such other time as shall accord with the standard banking practices) a computer input containing instructions specifying the amounts (the "BACS Amounts") to be received by the Collection Accounts Provider from the Borrowers whether under the Direct Debiting Scheme or otherwise and to be credited by the Collection Accounts Provider to the relevant Main Collection Account on such Loan Payment Date with respect to the Loans, and the Collection Accounts Provider agrees with the Issuer, the Trustee and the Mortgage Administrator that, to the extent that such amount is received from the Borrowers by the Collection Accounts Provider (via BACS), it shall credit the relevant Main Collection Account with an amount equal to its respective BACS Amount. The Collection Accounts Provider also agrees to credit to the relevant Main Collection Account other amounts received by it and directed by the Mortgage Administrator to be credited to the Main Collection Account (including, for the avoidance of doubt, amounts transferred to the Main Collection Account from the KMC F Collection Account and the KMC R Collection Account). 2.2 On the Business Day following the date of receipt, the Cash/Bond Administrator (for so long as the Cash/Bond Administrator is KMC) or the Mortgage Administrator shall, with the consent of the Issuer and the Trustee (which consent is hereby granted), transfer from the Main Collection Accounts to the Transaction Account all amounts of cleared funds received by the Collection Accounts Provider and credited to the Main Collection Accounts in respect of the Mortgages on each day, at the close of business on such day. 2.3 The Collection Accounts Provider agrees with the Mortgage Administrator that the Collection Accounts Provider will make available daily electronic statements in relation to the Main Collection Accounts. 2.4 The Legal Title-Holder, the Issuer and the Trustee hereby authorise the Cash/Bond Administrator (for so long as the Cash/Bond Administrator is KMC) and the Mortgage Administrator to give instructions to the Collection Accounts Provider in respect of the Main Collection Accounts, and authorise the Collection Accounts Provider to act upon such instructions if such instructions: 2.4.1 are in writing, are given by the internet banking service provided by the Collection Accounts Provider, or by any other electronic banking platform provided by the Collection Accounts Provider; and 2.4.2 in the case of written instructions, comply with the relevant Mandate or, in the case of electronic instructions, comply with the relevant procedures of the Collection Accounts Provider applicable from time to time in respect of such electronic instructions (and if a payment instruction, such instruction shall constitute an irrevocable payment instruction). 2.4.3 The Collection Accounts Provider shall not be, for the avoidance of doubt, liable for any loss incurred howsoever by any of the Legal Title-Holder, the Issuer or the Trustee as a result of the Collection Accounts Provider complying with the instructions given in accordance with the terms of the Mandates, except to the extent that such loss arises as a result of the Collection Account Provider’s gross negligence, wilful default or fraud. 2.5 The Legal Title-Holder shall provide written notice to the Issuer and the Trustee, substantially in the form at Schedule 2 (Form of Notice of Closure of a Main Collection Account), upon the closure of one or more of the Main Collection Accounts.

The Collection Accounts. 2.1 (i) The Mortgage Administrator Borrower has established with each Collection Account Bank one or more Collection Accounts subject, in each case, to a fully executed Collection Account Agreement. The Borrower agrees that it the Administrative Agent shall submit have exclusive dominion and control of each Collection Account and all monies, instruments and other property from time to BACS time on deposit therein. The Borrower shall not later than two make or cause to be made, or have any ability to make or cause to be made, any withdrawals from any Collection Account except as provided in Section 6.01(b)(ii). (ii) The Borrower and the Servicer have instructed all existing Obligors of Transferred Receivables, and shall instruct all future Obligors of such Receivables, to make payments in respect thereof only (A) by check or money order mailed to one or more lockboxes or post office boxes under the control of the Administrative Agent (each a “Lockbox” and collectively the “Lockboxes”) or (B) by wire transfer or moneygram directly to a Collection Account. Schedule 4.01(q) lists all Lockboxes and all Collection Account Banks at which the Borrower maintains Collection Accounts as of the Effective Date, and such schedule correctly identifies (1) with respect to each such Collection Account Bank, the name, address and telephone number thereof, (2) Business Days before each Loan Payment Date with respect to each Collection Account, the Loans name in which such account is held and the complete account number therefor, and (or at such other time as shall accord with the standard banking practices3) a computer input containing instructions specifying the amounts (the "BACS Amounts") to be received by the Collection Accounts Provider from the Borrowers whether under the Direct Debiting Scheme or otherwise and to be credited by the Collection Accounts Provider to the relevant Main Collection Account on such Loan Payment Date with respect to each Lockbox, the Loans, lockbox number and address thereof. The Borrower and the Collection Accounts Provider agrees with the Issuer, the Trustee and the Mortgage Administrator thatServicer shall endorse, to the extent necessary, all checks or other instruments received in any Lockbox so that such amount is received from the Borrowers by same can be deposited in the Collection Accounts Provider Account, in the form so received (via BACSwith all necessary endorsements), it on the first Business Day after the date of receipt thereof. In addition, each of the Borrower and the Servicer shall credit the relevant Main deposit or cause to be deposited into a Collection Account with an amount equal to its respective BACS Amount. The Collection Accounts Provider also agrees to credit to the relevant Main Collection Account all cash, checks, money orders or other amounts proceeds of Transferred Receivables or Borrower Collateral received by it and directed by the Mortgage Administrator to be credited to the Main Collection Account (including, for the avoidance of doubt, amounts transferred to the Main Collection Account from the KMC F Collection Account and the KMC R other than in a Lockbox or a Collection Account, in the form so received (with all necessary endorsements). 2.2 On , not later than the close of business on the first Business Day following the date of receiptreceipt thereof, and until so deposited all such items or other proceeds shall be held in trust for the Cash/Bond Administrator (for so long as the Cash/Bond Administrator is KMC) or the Mortgage Administrator shall, with the consent benefit of the Issuer and Administrative Agent. Neither the Trustee (which consent is hereby granted), transfer from Borrower nor the Main Servicer shall make any deposits into a Lockbox or any Collection Accounts to the Transaction Account all amounts of cleared funds received by the Collection Accounts Provider and credited to the Main Collection Accounts in respect of the Mortgages on each day, at the close of business on such day. 2.3 The Collection Accounts Provider agrees with the Mortgage Administrator that the Collection Accounts Provider will make available daily electronic statements in relation to the Main Collection Accounts. 2.4 The Legal Title-Holder, the Issuer and the Trustee hereby authorise the Cash/Bond Administrator (for so long as the Cash/Bond Administrator is KMC) and the Mortgage Administrator to give instructions to the Collection Accounts Provider in respect of the Main Collection Accounts, and authorise the Collection Accounts Provider to act upon such instructions if such instructions: 2.4.1 are in writing, are given by the internet banking service provided by the Collection Accounts Provider, or by any other electronic banking platform provided by the Collection Accounts Provider; and 2.4.2 in the case of written instructions, comply with the relevant Mandate or, in the case of electronic instructions, comply with the relevant procedures of the Collection Accounts Provider applicable from time to time in respect of such electronic instructions (and if a payment instruction, such instruction shall constitute an irrevocable payment instruction). 2.4.3 The Collection Accounts Provider shall not be, for the avoidance of doubt, liable for any loss incurred howsoever by any of the Legal Title-Holder, the Issuer or the Trustee as a result of the Collection Accounts Provider complying with the instructions given except in accordance with the terms of the Mandatesthis Agreement or any other Related Document. (iii) If, except for any reason, a Collection Account Agreement terminates or any Collection Account Bank fails to the extent that such loss arises as a result of comply with its obligations under the Collection Account Provider’s gross negligenceAgreement to which it is a party, wilful default then the Borrower shall promptly notify all Obligors of Transferred Receivables who had previously been instructed to make wire payments to a Collection Account maintained at any such Collection Account Bank to make all future payments to a new Collection Account in accordance with this Section 6.01(a)(iii). The Borrower shall not close any such Collection Account unless it shall have (A) received the prior written consent of the Administrative Agent, (B) established a new account with the same Collection Account Bank or fraud. 2.5 The Legal Title-Holder shall provide written notice with a new depositary institution satisfactory to the Issuer and the TrusteeAdministrative Agent, (C) entered into an agreement covering such new account with such Collection Account Bank or with such new depositary institution substantially in the form at Schedule 2 of such Collection Account Agreement or that is satisfactory in all respects to the Administrative Agent (Form whereupon, for all purposes of Notice of Closure of this Agreement and the other Related Documents, such new account shall become a Main Collection Account, such new agreement shall become a Collection Account Agreement and any new depositary institution shall become a Collection Account Bank), upon and (D) taken all such action as the closure Administrative Agent shall reasonably require to grant and perfect a first priority Lien in such new Collection Account to the Lender under Section 8.01 of one this Agreement. Except as permitted by this Section 6.01(a), neither the Borrower nor the Servicer shall open any new Lockbox or more Collection Account without the prior written consent of the Main Collection AccountsAdministrative Agent.

The Collection Accounts. 2.1 The Mortgage Administrator agrees that it shall submit to BACS not later than two (2) Business Days before each Loan Payment Date with respect to the Loans (or at such other time as shall accord with the standard banking practices) a computer input containing instructions specifying the amounts (the "BACS Amounts") to be received by the Collection Accounts Provider from the Borrowers whether under the Direct Debiting Scheme or otherwise and to be credited by the Collection Accounts Provider to the relevant Main Initial Collection Account on such Loan Payment Date with respect to the Loans, and the Collection Accounts Provider agrees with the Issuer, the Trustee and the Mortgage Administrator that, to the extent that such amount is received from the Borrowers by the Collection Accounts Provider (via BACS), it shall credit the relevant Main Initial Collection Account with an amount equal to its respective BACS Amount. The Collection Accounts Provider also agrees to credit to the relevant Main Initial Collection Account other amounts received by it and directed by the Mortgage Administrator to be credited to the Main Collection Account (including, for the avoidance of doubt, amounts transferred to the Main Collection Account from the KMC F Collection Account and the KMC R Collection Account). 2.2 On the Business Day following the date of receipt, the Cash/Bond Administrator (for so long as the Cash/Bond Administrator is KMC) or the Mortgage Administrator shall, with the consent of the Issuer and the Trustee (which consent is hereby granted), transfer from the Main Initial Collection Accounts to the Transaction Account all amounts of cleared funds received by the Collection Accounts Provider and credited to the Main Initial Collection Accounts in respect of the Mortgages on each day, at the close of business on such day. 2.3 The Collection Accounts Provider agrees with the Mortgage Administrator that the Collection Accounts Provider will make available daily electronic statements in relation to the Main Initial Collection Accounts. 2.4 The Legal Title-HolderHolders, the Issuer and the Trustee hereby authorise the Cash/Bond Administrator (for so long as the Cash/Bond Administrator is KMC) and the Mortgage Administrator to give instructions to the Collection Accounts Provider in respect of the Main Initial Collection Accounts, and authorise the Collection Accounts Provider to act upon such instructions if such instructions: 2.4.1 are in writing, are given by the internet banking service provided by the Collection Accounts Provider, or by any other electronic banking platform provided by the Collection Accounts Provider; and 2.4.2 in the case of written instructions, comply with the relevant Mandate or, in the case of electronic instructions, comply with the relevant procedures of the Collection Accounts Provider applicable from time to time in respect of such electronic instructions (and if a payment instruction, such instruction shall constitute an irrevocable payment instruction). 2.4.3 The Collection Accounts Provider shall not be, for the avoidance of doubt, liable for any loss incurred howsoever by any of the Legal Title-HolderHolders, the Issuer or the Trustee as a result of the Collection Accounts Provider complying with the instructions given in accordance with the terms of the Mandates, the internet banking service provided by the Collection Accounts Provider, or by any other electronic banking platform provided by the Collection Accounts Provider, except to the extent that such loss arises as a result of the Collection Account Provider’s gross negligence, wilful default or fraud. 2.5 The relevant Legal Title-Holder shall provide written notice to the Issuer and the Trustee, substantially in the form at Schedule 2 (Form of Notice of Closure of a Main an Initial Collection Account), upon the closure of one or more of the Main Initial Collection Accounts.