Avis 2010 Annual Report Download - page 312

Reserve Account; (ii) that its jurisdiction as securities intermediary is New York; (iii) that each item of property (whether investment property,
financial asset, security, instrument or cash) credited to the Series 2006-1 Reserve Account shall be treated as a financial asset (as defined in
Section 8-102(a)(9) of the New York UCC) and (iv) to comply with any entitlement order (as defined in Section 8-102(a)(8) of the New York
UCC) issued by the Trustee without further consent of CPF.
(b) Administration of the Series 2006-1 Reserve Account . The Administrator may instruct the institution maintaining the Series
2006-1 Reserve Account to invest funds on deposit in the Series 2006-1 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 2006-1 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 2006-1 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
Securities Intermediary; (ii) United States security entitlements or security entitlements shall be controlled (as defined in Section 8-106 of the
New York UCC) by the Securities Intermediary pending maturity or disposition, and (iii) uncertificated securities (and not United States security
entitlements) shall be delivered to the Securities Intermediary by causing the Securities Intermediary to become the registered holder of such
securities. The Trustee shall, at the expense of CPF, take such action as is required to maintain the Trustee’s security interest in the Permitted
Investments credited to the Series 2006-1 Reserve Account. CPF 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 2006-1 Reserve Account shall remain
uninvested.
(c) Earnings from Series 2006-1 Reserve Account . All interest and earnings (net of losses and investment expenses) paid on funds
on deposit in the Series 2006-1 Reserve Account shall be deemed to be on deposit therein and available for distribution.
(d) Series 2006-1 Reserve Account Constitutes Additional Collateral for Series 2006-1 Notes . In order to secure and provide for the
repayment and payment of the Note Obligations with respect to the Series 2006-1 Notes, CPF hereby grants a security interest in and assigns,
pledges, grants, transfers and sets over to the Trustee, for the benefit of the Series 2006-1 Noteholders, all of CPF’s right, title and interest in and
to the following (whether now or hereafter existing or acquired): (i) the Series 2006-1 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 2006-1 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 2006-1 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 2006-1 Reserve Account, the
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