Avis 2006 Annual Report Download - page 158

instruct the Series 2005-2 Agent in writing to transfer all cash and investments from the non-qualifying Series 2005-
2 Reserve Account into the
new Series 2005-2 Reserve Account. Initially, the Series 2005-2 Reserve Account will be established with The Bank of New York.
(b) Administration of the Series 2005-2 Reserve Account . The Administrator may instruct the institution maintaining the Series
2005-2 Reserve Account to invest funds on deposit in the Series 2005-2 Reserve Account from time to time in Permitted Investments;
provided , however , that any such investment shall mature not later than the Business Day prior to the Distribution Date following the date on
which such funds were received, unless any Permitted Investment held in the Series 2005-2 Reserve Account is held with the Paying Agent,
then such investment may mature on such Distribution Date and such funds shall be available for withdrawal on or prior to such Distribution
Date. All such Permitted Investments will be credited to the Series 2005-
2 Reserve Account and any such Permitted Investments that constitute
(i) physical property (and that is not either a United States security entitlement or a security entitlement) shall be physically delivered to the
Trustee; (ii) United States security entitlements or security entitlements shall be controlled (as defined in Section 8-106 of the New York UCC)
by the Trustee pending maturity or disposition, and (iii) uncertificated securities (and not United States security entitlements) shall be delivered
to the Trustee by causing the Trustee to become the registered holder of such securities. The Trustee shall, at the expense of CRCF, take such
action as is required to maintain the Trustee’s security interest in the Permitted Investments credited to the Series 2005-2 Reserve Account.
CRCF shall not direct the Trustee to dispose of (or permit the disposal of) any Permitted Investments prior to the maturity thereof to the extent
such disposal would result in a loss of the purchase price of such Permitted Investments. In the absence of written investment instructions
hereunder, funds on deposit in the Series 2005-2 Reserve Account shall remain uninvested.
(c) Earnings from Series 2005-2 Reserve Account . All interest and earnings (net of losses and investment expenses) paid on funds
on deposit in the Series 2005-2 Reserve Account shall be deemed to be on deposit therein and available for distribution.
(d) Series 2005-2 Reserve Account Constitutes Additional Collateral for Series 2005-2 Notes
. In order to secure and provide for the
repayment and payment of the CRCF Obligations with respect to the Series 2005-2 Notes, CRCF hereby grants a security interest in and
assigns, pledges, grants, transfers and sets over to the Trustee, for the benefit of the Series 2005-2 Noteholders, each Series 2005-2 Interest
Rate Swap Counterparty and the Surety Provider, all of CRCF’s right, title and interest in and to the following (whether now or hereafter
existing or acquired): (i) the Series 2005-2 Reserve Account, including any security entitlement thereto; (ii) all funds on deposit therein from
time to time; (iii) all certificates and instruments, if any, representing or evidencing any or all of the Series 2005-2 Reserve Account or the
funds on deposit therein from time to time; (iv) all investments made at any time and from time to time with monies in the Series 2005-2
Reserve Account, whether constituting securities, instruments, general intangibles, investment property, financial assets or other property;
(v) all interest, dividends, cash, instruments and other property from time to time received, receivable or otherwise distributed in respect of or
in exchange for the Series 2005-2 Reserve Account, the funds on deposit therein from time to time or the investments made with such funds;
and (vi) all proceeds of any and all of the foregoing, including, without limitation, cash (the items in the foregoing clauses (i) through (vi) are
referred to, collectively, as the “ Series 2005-2 Reserve
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