DEPOSIT ACCOUNT CONTROL AGREEMENT

DEPOSIT ACCOUNT CONTROL AGREEMENT

This Deposit Account Control Agreement (this "Agreement") dated as of January 31, 2007, is made by and among HSBC Automotive Trust (USA) 2007-1, as issuer (the "Issuer"), Deutsche Bank Trust Company Americas, not in its individual capacity but solely as indenture trustee (the "Indenture Trustee") under the Indenture referred to below, and HSBC Bank USA, National Association, as administrator and as bank ("HSBC" and, in its capacity as Administrator, the "Administrator", and in its capacity as bank, the "Bank"). Capitalized terms used but not defined herein shall have the meaning assigned (including by reference therein) in the Indenture dated as of January 31, 2007 (the "Indenture") among the Issuer, HSBC, as administrator, and the Indenture Trustee. All references herein to the "UCC" shall mean the Uniform Commercial Code as in effect in the State of New York.

Section 1.           Establishment of Deposit Accounts . The Bank hereby confirms and agrees that:

(a)   The Bank has established account numbers 10-879935 (the "Collection Account") and 10-879936 (the "Reserve Account") in the name "HSBC Bank USA, National Association, as Administrator on behalf of Deutsche Bank Trust Company Americas, as Indenture Trustee, in trust for the registered holders of HSBC Automotive Trust (USA) 2007-1 Notes" (such accounts and any successor accounts thereof, the "Deposit Accounts") designated as the "Collection Account" and the "Reserve Account", respectively, pursuant to the Indenture. Except as provided in Section 12 hereof, the Bank shall not change the name, account number or designation of the Deposit Accounts without the prior written consent of the Indenture Trustee and without prior written notice to the Servicer, which notice shall state the proposed effective date of any such change;

(b)   The Bank is an organization engaged in the business of banking and is acting in such capacity in maintaining the Deposit Accounts and acting as Bank hereunder;

(c)   Each Deposit Account has been established and will be maintained as a "deposit account"(as defined in Section 9-102(29) of the UCC) and is not evidenced by an "instrument" (as defined in Section 9-102(47) of the UCC);

(d)   The Indenture Trustee is the Bank's sole "customer" (within the meaning of Section 9-104 of the UCC) with respect to the Deposit Accounts;

(e)   All cash and money delivered to the Bank pursuant to the Indenture will be promptly credited to the Deposit Accounts in accordance with the terms of the Basic Documents; and

(f)    The Bank's "jurisdiction" (within the meaning of Section 9-304 of the UCC) is the State of New York.

Section 2.           Indenture Trustee's Directions . Notwithstanding anything to the contrary and for the avoidance of doubt, if at any time the Bank shall receive any instructions originated by the Indenture Trustee directing the disposition of funds in the Deposit Accounts, the Bank shall comply with such instructions without further consent by the Issuer or any other Person. The parties hereto acknowledge that the Administrator may give instructions to the Bank directing the disposition of funds in the Deposit Accounts pursuant to the Indenture. In the event of a conflict between the instructions originated by the Indenture Trustee and the instructions originated by the Administrator directing the disposition of funds in the Deposit Accounts, the instructions of the Indenture Trustee shall prevail.

Section 3.            Subordination of Liens; Waiver of Set-Off . In the event that the Bank has or subsequently obtains by agreement, by operation of law or otherwise, a security interest or other rights in the Deposit Accounts or any monies credited thereto, the Bank hereby agrees that such security interest shall be subordinate to the security interest of the Indenture Trustee. The monies deposited in the Deposit Accounts will not be subject to deduction, set-off, banker's lien, or any other right in favor of any Person other than the Indenture Trustee (except that the Bank may set off (i) all amounts due to the Bank in respect of customary fees and expenses for the routine maintenance and operation of the Deposit Accounts and (ii) the face amount of any checks which have been credited to the Deposit Accounts but are subsequently returned unpaid because of uncollected or insufficient funds).

Section 4.            Governing Law . Both this Agreement and the Deposit Accounts shall be governed by the laws of the State of New York applicable to agreements made and to be performed therein. Regardless of any provision in any other agreement, for purposes of the UCC, the State of New York shall be deemed to be the Bank's jurisdiction (in accordance with Section 9-304(b) of the UCC), and the Deposit Accounts shall be governed by the laws of the State of New York.

(a)   In the event of any conflict between this Agreement (or any portion thereof) and any other agreement now existing or hereafter entered into regarding the Deposit Accounts, the terms of this Agreement shall prevail.

(b)   No amendment or modification of this Agreement or waiver of any right hereunder shall be binding on any party hereto unless it is in writing and is signed by all of the parties hereto. This Agreement may not be amended without satisfaction of the Rating Agency Condition.

(c)   The Bank, strictly in such capacity, hereby confirms and agrees that it has not entered into, and until the termination of this Agreement will not enter into, any agreement with the Issuer, the Indenture Trustee or any other Person purporting to limit or condition the obligation of the Bank to comply with the Indenture Trustee's directions or instructions with respect to the Deposit Accounts.

Section 6.           Adve