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DEPOSIT ACCOUNT CONTROL AGREEMENT

Account Control Agreement

DEPOSIT ACCOUNT CONTROL AGREEMENT | Document Parties: HSBC Finance Corporation | HSBC Home Equity Loan Corporation | US Bank National Association | HSBC Bank USA, National Association, You are currently viewing:
This Account Control Agreement involves

HSBC Finance Corporation | HSBC Home Equity Loan Corporation | US Bank National Association | HSBC Bank USA, National Association,

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Title: DEPOSIT ACCOUNT CONTROL AGREEMENT
Governing Law: New York     Date: 5/31/2007

DEPOSIT ACCOUNT CONTROL AGREEMENT, Parties: hsbc finance corporation , hsbc home equity loan corporation , us bank national association , hsbc bank usa  national association
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EXHIBIT 4.4

DEPOSIT ACCOUNT CONTROL AGREEMENT

This Deposit Account Control Agreement (this “Agreement”) dated as of May 24, 2007, is made by and among U.S. Bank National Association, as trustee under the Pooling and Servicing Agreement 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 Pooling and Servicing Agreement dated as of May 24, 2007 (the “Pooling and Servicing Agreement”) among HSBC Home Equity Loan Corporation II, as depositor (the “Depositor”), HSBC Finance Corporation, as servicer (the “Servicer”), the Trustee and the Administrator. The trust known as HSBC Home Equity Loan Trust (USA) 2007-2 and created under the Pooling and Servicing Agreement is referred to herein as the “Trust”. 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 Account . The Bank hereby confirms and agrees that:

(a)     The Bank has established account number 10-880247 designated as the “Collection Account” pursuant to Section 3.02(b) of the Pooling and Servicing Agreement and account number 10-880248, designated as the “Carryover Reserve Fund” pursuant to Section 4.04 of the Pooling and Servicing Agreement, each in the name “HSBC Bank USA, National Association, as Administrator on behalf of U.S. Bank National Association, as Trustee, in trust for the Certificateholders of HSBC Home Equity Loan Trust (USA) 2007-2, Closed-End Home Equity Loan Asset-Backed Certificates, Series 2007-2” (each such account and any successor account thereof, a “Deposit Account”). Except as provided in Section 12 hereof, the Bank shall not change a name, account number or designation of a Deposit Account without the prior written consent of the 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 each Deposit Account 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 Trustee is the Bank’s sole “customer” (within the meaning of Section 9-104 of the UCC) with respect to each Deposit Account;

(e)     All cash and money delivered to the Bank pursuant to the Pooling and Servicing Agreement will be promptly credited to each Deposit Account in accordance with the terms of the Transaction 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.            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 Trustee directing the disposition of funds in each Deposit Account, the Bank shall comply with such instructions without further consent by any other Person. The parties hereto acknowledge that the Administrator may give instructions to the Bank directing the disposition of funds in each Deposit Account pursuant to the Pooling and Servicing Agreement. In the event of a conflict between the instructions originated by the Trustee and the instructions originated by the Administrator directing the disposition of funds in each Deposit Account, the instructions of the 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 a Deposit Account or any monies credited thereto, the Bank hereby agrees that such security interest shall be subordinate to the security interest of the Trustee. The monies deposited in a Deposit Account will not be subject to deduction, set-off, banker’s lien, or any other right in favor of any Person other than the 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 such Deposit Account and (ii) the face amount of any checks which have been credited to such Deposit Account but are subsequently returned unpaid because of uncollected or insufficient funds).

Section 4.            Governing Law . This Agreement and each Deposit Account 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 each Deposit Account shall be governed by the laws of the State of New York.

 

Section 5.

Conflict with Other Agreements; Amendments .

(a)     In the event of any conflict between this Agreement (or any portion thereof) and any other agreement now existing or hereafter entered into regardin


 
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