Back to top

CONTROL AGREEMENT

Account Control Agreement

CONTROL AGREEMENT 

You are currently viewing:
This Account Control Agreement involves

NISSAN-INFINITI LT | U.S. BANK NATIONAL ASSOCIATION | NISSAN AUTO LEASE TRUST 2006-A,

. RealDealDocs™ contains millions of easily searchable legal documents and clauses from top law firms. Search for free - click here.
Title: CONTROL AGREEMENT
Governing Law: New York     Date: 11/22/2006

Search Account Control Agreement by:

Document Title:

Entire Document: (optional)

50 of the Top 250 law firms use our Products every day
exv10w7
 

Exhibit 10.7

 

NISSAN AUTO LEASE TRUST 2006-A,

U.S. BANK NATIONAL ASSOCIATION,
as Indenture Trustee and
as Secured Party,

and

U.S. BANK NATIONAL ASSOCIATION,
as Securities Intermediary

 

CONTROL AGREEMENT

Dated as of November 21, 2006

 

 

 


 

TABLE OF CONTENTS

 

 

 

 

 

 

 

Page

 

ARTICLE ONE DEFINITIONS

 

 

1

 

1.01 General Definitions

 

 

1

 

1.02 Incorporation of UCC by Reference

 

 

2

 

1.03 Interpretive Provisions

 

 

2

 

ARTICLE TWO ESTABLISHMENT OF CONTROL OVER SECURITIES ACCOUNTS

 

 

2

 

2.01 Establishment of Reserve Account

 

 

2

 

2.02 “Financial Assets” Election

 

 

2

 

2.03 Entitlement Orders

 

 

2

 

2.04 Subordination of Lien; Waiver of Set-Off

 

 

3

 

2.05 Notice of Adverse Claims

 

 

3

 

ARTICLE THREE REPRESENTATIONS, WARRANTIES AND COVENANTS OF THE SECURITIES INTERMEDIARY

 

 

3

 

3.01 Representations, Warranties and Covenants of the Securities Intermediary

 

 

3

 

ARTICLE FOUR MISCELLANEOUS

 

 

4

 

4.01 Choice of Law

 

 

4

 

4.02 Conflict with Other Agreements

 

 

4

 

4.03 Amendments

 

 

4

 

4.04 Successors

 

 

4

 

4.05 Notices

 

 

4

 

4.06 Termination

 

 

5

 

4.07 Counterparts

 

 

5

 

4.08 No Petition

 

 

5

 

 -i-

 


 

CONTROL AGREEMENT

     This Control Agreement (this “Agreement”), dated as of November 21, 2006 (as amended, supplemented or otherwise modified from time to time, this “Agreement”) is among Nissan Auto Lease Trust 2006-A, a statutory trust formed pursuant to the laws of the State of Delaware (the “Issuing Entity”), U.S. Bank National Association (“U.S. Bank”), in its capacity as indenture trustee (the “Indenture Trustee”) on behalf of the holders of the Notes (the “Secured Party”) under the Indenture, dated as of November 21, 2006 (the “Indenture”), by and between the Issuing Entity and the Indenture Trustee, and U.S. Bank, in its capacity as securities intermediary (the “Securities Intermediary”).

RECITALS

     WHEREAS, pursuant to the Indenture, the Issuing Entity has granted to the Secured Party a security interest in investment property consisting of the Reserve Account, related Security Entitlements and the financial assets and other investment property from time to time included therein to secure payment of the Notes;

     WHEREAS, pursuant to the Indenture, on the date on which the lien of the Indenture is released, rights with respect to the Reserve Account shall be transferred back to the Trust; and

     WHEREAS, the parties hereto desire that the security interest of the Secured Party be a first priority security interest perfected by “control” pursuant to Articles Eight and Nine of the UCC.

     NOW, THEREFORE, in consideration of the premises and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

ARTICLE ONE

DEFINITIONS

          1.01 General Definitions. Capitalized terms used herein that are not otherwise defined shall have the meanings ascribed thereto in the Agreement of Definitions, dated as of November 21, 2006, by and among the Issuing Entity, as issuer, NILT Trust, a Delaware statutory trust, as grantor and initial beneficiary (in such capacity, the “Grantor” and the “UTI Beneficiary,” respectively), Nissan-Infiniti LT, a Delaware statutory trust (the “Titling Trust”), Nissan Motor Acceptance Corporation, a California corporation (“NMAC”), in its individual capacity, as servicer and as administrative agent (in such capacity, the “Servicer” and the “Administrative Agent,” respectively), Nissan Auto Leasing LLC II, a Delaware limited liability company (“NALL II”), NILT, Inc., a Delaware corporation, as trustee to the Titling Trust (the “Trustee” or “Titling Trustee”), Wilmington Trust Company, a Delaware banking corporation, as owner trustee and Delaware trustee (in such capacity, the “Owner Trustee” and the “Delaware Trustee,” respectively) and U.S. Bank, as Indenture Trustee and trust agent (in such capacity, the “Trust Agent”).

 

 

 

 

 

 

 

 

 

 

 

 

1

 

Control Agreement

 


 

          1.02 Incorporation of UCC by Reference. Except as otherwise specified herein or as the context may otherwise require, all terms used in this Agreement not otherwise defined herein which are defined in the UCC shall have the meanings assigned to them in the UCC.

          1.03 Interpretive Provisions. For all purpos

This is only a partial view of this document. We have millions of legal documents and clauses drafted by top law firms. learn more search for free browse for free learn more