Common use of Addition of Accounts Clause in Contracts

Addition of Accounts. (a) (i) If, (A) during any period of thirty consecutive days, the Transferor Interest averaged over that period is less than the Minimum Transferor Interest for that period the Transferor shall designate additional eligible MasterCard®, VISA® or American Express® accounts from the Bank Portfolio ("Additional Accounts") to be included as Accounts in a sufficient amount such that the average of the Transferor Interest as a percentage of the Average Principal Receivables for such 30‑day period, computed by assuming that the amount of the Principal Receivables of such Additional Accounts shall be deemed to be outstanding in the Trust during each day of such 30‑day period, is at least equal to the Minimum Transferor Interest, or (B) on any Record Date the aggregate amount of Principal Receivables is less than the Minimum Aggregate Principal Receivables (as adjusted for any Series having a Companion Series as described in the Supplement for such Series), the Transferor shall designate Additional Accounts to be included as Accounts in a sufficient amount such that the aggregate amount of Principal Receivables will be equal to or greater than the Minimum Aggregate Principal Receivables. Receivables from such Additional Accounts shall be transferred to the Trustee on or before the tenth Business Day following such thirty‑day period or Record Date, as the case may be. (ii) In lieu of, or in addition to, designating Additional Accounts pursuant to clause (i) above, the Transferor may, subject to any applicable conditions specified in paragraph (c) below, convey to the Trustee participations representing undivided interests in a pool of assets primarily consisting of receivables arising under revolving credit card accounts owned by the applicable Account Owner or any Affiliate of such Account Owner and collections thereon ("Participations"). The addition of Participations in the Trust pursuant to this paragraph (a) or paragraph (b) below shall be effected by an amendment hereto, dated as of the applicable Addition Date, pursuant to subsection 13.01(a). (b) In addition to its obligation under subsection 2.06(a), the Transferor may, but shall not be obligated to, designate from time to time Additional Accounts to be included as Accounts or Participations to be included as property of the Trust, in either case as of the applicable Addition Date. (c) The Transferor agrees that any such transfer of Receivables from Additional Accounts, under subsection 2.06(a) or (b) shall satisfy the following conditions (to the extent provided below): (i) on or before the fifth Business Day prior to the Addition Date with respect to additions pursuant to subsection 2.06(a) and on or before the tenth Business Day prior to the Addition Date with respect to additions pursuant to subsection 2.06(b) (the "Notice Date"), the Transferor shall give the Trustee, each Rating Agency and the Servicer written notice that such Additional Accounts or Participations will be included, which notice shall specify the approximate aggregate amount of the Receivables to be transferred; (ii) on or before the Addition Date, the Transferor shall have delivered to the Trustee a written assignment (including an acceptance by the Trustee on behalf of the Trust for the benefit of the Investor Certificateholders) in substantially the form of Exhibit B (the "Assignment") and the Transferor shall have indicated in its computer files that the Receivables created in connection with the Additional Accounts have been transferred to the Trust and, within five Business Days thereafter, or as otherwise agreed upon among the Servicer, the Transferor and the Trustee, the Transferor shall have delivered to the Trustee the updated Account Schedule, which Account Schedule is true and complete as of the related Addition Date and which shall be as of the date of such Assignment incorporated into and made a part of such Assignment and this Agreement; (iii) the Transferor shall represent and warrant that (x) with respect to Additional Accounts, each Additional Account is, as of the Addition Date, an Eligible Account, and each existing Receivable in such Additional Account is, as of the Addition Date, an Eligible Receivable, (y) it has not used any selection procedures believed by the Transferor to be materially adverse to the interests of the Investor Certificateholders in selecting the related Additional Accounts, and (z) as of the Addition Date, the Transferor is not insolvent; (iv) the Transferor shall represent and warrant that, as of the Addition Date, the Assignment constitutes either (x) a valid sale to the Trustee of the Receivables in the Additional Accounts, or (y) a grant of a security interest in favor of the Trustee in the Receivables in the Additional Accounts, and that sale or security interest is perfected under the Delaware UCC; (v) the Transferor shall deliver an Officer's Certificate substantially in the form of Schedule 2 to Exhibit B to the Trustee confirming the items set forth in paragraphs (ii), (iii) and (iv) above; (vi) the Transferor shall deliver an Opinion of Counsel with respect to the Receivables in the Additional Accounts to the Trustee (with a copy to Xxxxx'x, Standard & Poor's and Fitch) substantially in the form of Exhibit E; (vii) (A) with respect to accounts in excess of the Maximum Addition Amount and with respect to Participations, the Transferor shall have received notice from Standard & Poor's, Xxxxx'x and Fitch that the inclusion of such accounts as Additional Accounts pursuant to subsections 2.06(a) and 2.06(b) or the inclusion of such Participations to be included as property of the Trust pursuant to subsections 2.06(a) and 2.06(b), as the case may be, will not result in the reduction or withdrawal of its then existing rating of any Series of Investor Certificates then issued and outstanding; and (B) with respect to accounts not in excess of the Maximum Addition Amount added during the last quarterly period (such quarterly period beginning on and including the fifteenth day of January, April, July, and October and ending on and excluding the fifteenth day of April, July, October, and January, respectively), if applicable, the Transferor shall have received, to the extent not previously received, not later than twenty days after the relevant quarterly period, notice from Standard & Poor's, Xxxxx'x and Fitch that the inclusion of such accounts as Additional Accounts pursuant to subsections 2.06(a) and 2.06(b) will not result in the reduction or withdrawal of its then existing rating of any Series of Investor Certificates then issued and outstanding; and (viii) the Transferor shall provide each Rating Agency 30 days' prior notice of the inclusion of any business cards as Additional Accounts pursuant to subsection 2.06(b).

Addition of Accounts. (a) (i) If, (A) during any period of thirty consecutive days, the Transferor Interest averaged over that period is less than the Minimum Transferor Interest for that period the Transferor shall designate additional eligible MasterCard®, ,® VISA® or American Express® accounts from the Bank Portfolio ("“Additional Accounts"”) to be included as Accounts in a sufficient amount such that the average of the Transferor Interest as a percentage of the Average Principal Receivables for such 30‑day 30 day period, computed by assuming that the amount of the Principal Receivables of such Additional Accounts shall be deemed to be outstanding in the Trust during each day of such 30‑day 30-day period, is at least equal to the Minimum Transferor Interest, or (B) on any Record Date the aggregate amount of Principal Receivables is less than the Minimum Aggregate Principal Receivables (as adjusted for any Series having a Companion Series as described in the Supplement for such Series), the Transferor shall designate Additional Accounts to be included as Accounts in a sufficient amount such that the aggregate amount of Principal Receivables will be equal to or greater than the Minimum Aggregate Principal Receivables. Receivables from such Additional Accounts shall be transferred to the Trustee on or before the tenth Business Day following such thirty‑day thirty-day period or Record Date, as the case may be. (ii) In lieu of, or in addition to, designating Additional Accounts pursuant to clause (i) above, the Transferor may, subject to any applicable conditions specified in paragraph (c) below, convey to the Trustee participations representing undivided interests in a pool of assets primarily consisting of receivables arising under revolving credit card accounts owned by the applicable Account Owner or any Affiliate of such the Account Owner and collections thereon ("“Participations"”). The addition of Participations in the Trust pursuant to this paragraph (a) or paragraph (b) below shall be effected by an amendment hereto, dated as of the applicable Addition Date, pursuant to subsection Section 13.01(a). (b) In addition to its obligation under subsection 2.06(a), the Transferor may, but shall not be obligated to, designate from time to time Additional Accounts to be included as Accounts or Participations to be included as property of the Trust, in either case as of the applicable Addition Date. (c) The Transferor agrees that any such transfer of Receivables from Additional Accounts, under subsection 2.06(a) or (b) shall satisfy the following conditions (to the extent provided below): (i) on or before the fifth Business Day prior to the Addition Date with respect to additions pursuant to subsection 2.06(a) and on or before the tenth Business Day prior to the Addition Date with respect to additions pursuant to subsection 2.06(b) (the "“Notice Date"”), the Transferor shall give the Trustee, each Rating Agency and the Servicer written notice that such Additional Accounts or Participations will be included, which notice shall specify the approximate aggregate amount of the Receivables to be transferred; (ii) on or before the Addition Date, the Transferor shall have delivered to the Trustee a written assignment (including an acceptance by the Trustee on behalf of the Trust for the benefit of the Investor Certificateholders) in substantially the form of Exhibit B (the "“Assignment"”) and the Transferor shall have indicated in its computer files that the Receivables created in connection with the Additional Accounts have been transferred to the Trust and, within five Business Days thereafter, or as otherwise agreed upon among the Servicer, the Transferor and the Trustee, the Transferor shall have delivered to the Trustee the updated Account Schedule, which Account Schedule is true and complete as of the related Addition Date and which shall be as of the date of such Assignment incorporated into and made a part of such Assignment and this Agreement; (iii) the Transferor shall represent and warrant that (x) with respect to Additional Accounts, each Additional Account is, as of the Addition Date, an Eligible Account, and each existing Receivable in such Additional Account is, as of the Addition Date, an Eligible Receivable, (y) it has not used any selection procedures believed by the Transferor to be materially adverse to the interests of the Investor Certificateholders in selecting the related Additional Accounts, and (z) as of the Addition Date, the Transferor is not insolvent; (iv) the Transferor shall represent and warrant that, as of the Addition Date, the Assignment constitutes either (x) a valid sale to the Trustee of the Receivables in the Additional Accounts, or (y) a grant of a security interest in favor of the Trustee in the Receivables in the Additional Accounts, and that sale or security interest is perfected under the Delaware UCC; (v) the Transferor shall deliver an Officer's ’s Certificate substantially in the form of Schedule 2 to Exhibit B to the Trustee confirming the items set forth in paragraphs (ii), (iii) and (iv) above; (vi) the Transferor shall deliver an Opinion of Counsel with respect to the Receivables in the Additional Accounts to the Trustee (with a copy to Xxxxx'xXxxxx’x, Standard & Poor's ’s and Fitch) substantially in the form of Exhibit E; (vii) (A) with respect to accounts in excess of the Maximum Addition Amount and with respect to Participations, the Transferor shall have received notice from Standard & Poor's’s, Xxxxx'x Xxxxx’x and Fitch that the inclusion of such accounts as Additional Accounts pursuant to subsections 2.06(a) and 2.06(b) or the inclusion of such Participations to be included as property of the Trust pursuant to subsections 2.06(a) and 2.06(b), as the case may be, will not result in the reduction or withdrawal of its then existing rating of any Series of Investor Certificates then issued and outstanding; and (B) with respect to accounts not in excess of the Maximum Addition Amount added during the last quarterly period (such quarterly period beginning on and including the fifteenth day of January, April, July, and October and ending on and excluding the fifteenth day of April, July, October, and January, respectively), if applicable, the Transferor shall have received, to the extent not previously received, not later than twenty days after the relevant quarterly period, notice from Standard & Poor's’s, Xxxxx'x Xxxxx’x and Fitch that the inclusion of such accounts as Additional Accounts pursuant to subsections 2.06(a) and 2.06(b) will not result in the reduction or withdrawal of its then existing rating of any Series of Investor Certificates then issued and outstanding; and (viii) the Transferor shall provide each Rating Agency 30 days' ’ prior notice of the inclusion of any business cards as Additional Accounts pursuant to subsection 2.06(b).

Addition of Accounts. (a) (i) If, (A) during any period of thirty twenty consecutive days, the Transferor Interest averaged over that period is less than the Minimum Transferor Interest for that period the Transferor shall designate additional eligible MasterCard®, VISA® MasterCard or American Express® VISA accounts from the Bank Portfolio ("together with all other Accounts transferred to the Trust pursuant to this Section 2.06, “Additional Accounts"”) to be included as Accounts in a sufficient amount such that the average of the Transferor Interest as a percentage of the Average Principal Receivables for such 30‑day 20-day period, computed by assuming that the amount of the Principal Receivables of such Additional Accounts shall be deemed to be outstanding in the Trust during each day of such 30‑day 20-day period, is at least equal to the Minimum Transferor Interest, or (B) on any Record Date the aggregate amount of Principal Receivables is less than the Minimum Aggregate Principal Receivables (as adjusted for any Series having a Companion Series as described in the Supplement for such Series), the Transferor shall designate Additional Accounts to be included as Accounts in a sufficient amount such that the aggregate amount of Principal Receivables will be equal to or greater than the Minimum Aggregate Principal Receivables. Such Accounts shall be limited to Accounts originated by the Credit Card Originator and created in connection with the Cabela’s card program unless the Transferor shall have received written confirmation from each Rating Agency that such designation will not result in a downgrade or withdrawal of its then existing rating of any outstanding Series of Investor Certificates. Receivables from such Additional Accounts shall be transferred to the Trustee on or before the tenth Business Day following such thirty‑day 20-day period or Record Date, as the case may be. (ii) In lieu of, or in addition to, designating Additional Accounts pursuant to clause (i) above, the Transferor may, subject to any applicable conditions specified in paragraph (c) below, convey to the Trustee participations representing undivided interests in a pool of assets primarily consisting of receivables arising under revolving credit card accounts owned by the applicable Account Owner or any Affiliate of such Account Owner and collections thereon ("Participations"). The addition of Participations in the Trust pursuant to this paragraph (a) or paragraph (b) below shall be effected by an amendment hereto, dated as of the applicable Addition Date, pursuant to subsection 13.01(a). (b) In addition to its obligation under subsection 2.06(a), the Transferor may, but shall not be obligated to, designate from time to time Additional Accounts of the Transferor to be included as Accounts or Participations to be included as property of the Trust, in either case as of the applicable Addition Date. Such Accounts shall be limited to Accounts originated by the Credit Card Originator and created in connection with the Cabela’s card program unless the Transferor shall have received written confirmation from each Rating Agency that such designation will not result in a downgrade or withdrawal of its then current rating of any outstanding Series of Investor Certificates. (c) The Transferor agrees that any such transfer of Receivables from Additional Accounts, under subsection 2.06(a) or (b) shall satisfy the following conditions (to the extent provided below): (i) on or before the fifth Business Day prior to the Addition Date with respect to additions pursuant to subsection 2.06(a) and on or before the tenth Business Day prior to the Addition Date with respect to additions pursuant to subsection 2.06(b) (the "“Notice Date"”), the Transferor shall give the Trustee, each Rating Agency and the Servicer written notice that such Additional Accounts or Participations will be included, which notice shall specify the approximate aggregate amount of the Receivables to be transferred; (ii) on or before the Addition Date, the Transferor shall have delivered to the Trustee a written assignment (including an acceptance by the Trustee on behalf of the Trust for the benefit of the Investor CertificateholdersCertificateholders and each Credit Enhancement Provider (as each’s interests may appear herein or in a related Supplement)) in substantially the form of Exhibit B (the "“Assignment"”) and the Transferor shall have indicated in its computer files (and have caused WFB and the Servicer to indicate in their computer files) that the Receivables created in connection with the Additional Accounts have been transferred to the Trust Trustee and, within five Business Days thereafter, on or as otherwise agreed upon among prior to the Servicer, the Transferor and the TrusteeAddition Date, the Transferor shall have delivered to the Trustee the updated Account Schedule, which Account Schedule is a computer file or microfiche list containing a true and complete list of all Additional Accounts and identifying each Account by account number and the aggregate amount of the Receivables in such Additional Accounts, as of the related Addition Date and Date, which computer file or microfiche list shall be as of the date of such Assignment incorporated into and made a part of such Assignment and this Agreement; (iii) the Transferor shall represent and warrant that (x) with respect to Additional Accounts, each Additional Account is, as of the Addition Date, an Eligible Account, and each existing Receivable in such Additional Account is, as of the Addition Date, an Eligible Receivable, (y) it has not used any no selection procedures believed by the Transferor to be materially adverse to the interests of the Investor Certificateholders or any Credit Enhancement Provider were utilized in selecting the related Additional AccountsAccounts from the available Eligible Accounts from the Bank Portfolio, and (z) as of the Addition Date, the Transferor is not insolvent; (iv) the Transferor shall represent and warrant that, as of the Addition Date, the Assignment constitutes either (x) a valid sale transfer and assignment to the Trustee of all right, title and interest of the Transferor in and to the Receivables then existing and thereafter created in the Additional Accounts, all monies due or to become due with respect to such Receivables (including all Finance Charge Receivables), all amounts received with respect thereto, all Insurance Proceeds relating to such Receivables and all proceeds (as defined in the UCC as in effect in the applicable jurisdiction) of any of the foregoing and all of such property will be held by the Trust free and clear of any Lien except for (i) Liens permitted under subsection 2.05(b), (ii) the interest of the Transferor as Holder of the Transferor Certificate and (iii) the Transferor’s right to receive interest accruing on, and investment earnings in respect of, the Finance Charge Account, the Principal Account or any Series Account, as provided in this Agreement and any related Supplement or (y) a grant of a security interest in favor of the Trustee (as defined in the UCC as in effect in the applicable jurisdiction), in such property to the Trustee, which is enforceable with respect to then existing Receivables in of the Additional Accounts, all monies due or to become due with respect to such Receivables (including all Finance Charge Receivables), all amounts received with respect thereto, all Insurance Proceeds relating to such Receivables and that sale or all proceeds (as defined in the UCC as in effect in the applicable jurisdiction) of any of the foregoing upon the conveyance of such Receivables to the Trustee, and which will be enforceable with respect to the Receivables thereafter created in respect of Additional Accounts conveyed on such Addition Date, all Insurance Proceeds relating to such Receivables and all proceeds (as defined in the UCC as in effect in the applicable jurisdiction) of any of the foregoing upon such creation; and (z) if the Assignment constitutes the grant of a security interest is to the Trustee in such property, upon the filing of the financing statements as described in Section 2.01 with respect to such Additional Accounts, all monies due or to become due with respect to such Receivables (including all Finance Charge Receivables), all amounts received with respect thereto, all Insurance Proceeds relating to such Receivables and all proceeds of any of the foregoing, upon such creation, the Trustee shall have a first priority perfected security interest in such property (subject to Section 9-315(c) of the UCC as in effect in the applicable jurisdiction), except for Liens permitted under the Delaware UCCsubsection 2.05(b); (v) the Transferor shall deliver an Officer's ’s Certificate substantially in the form of Schedule 2 to Exhibit B to the Trustee confirming the items set forth in paragraphs (ii), (iii) and (iv) above; (vi) the Transferor shall deliver an Opinion of Counsel with respect to the Receivables in the Additional Accounts to the Trustee (with a copy to Xxxxx'x, Moody’s and Standard & Poor's and Fitch’s) substantially in the form of Exhibit E; (vii) (A) with respect to accounts in excess of the Maximum Addition Amount and with respect to ParticipationsAmount, the Transferor shall have received notice from Standard & Poor's, Xxxxx'x ’s and Fitch Moody’s that the inclusion of such accounts as Additional Accounts pursuant to subsections 2.06(a) and 2.06(b) or the inclusion of such Participations to be included as property of the Trust pursuant to subsections 2.06(a) and 2.06(b), as the case may be, will not result in the reduction or withdrawal of its then existing rating of any Series of Investor Certificates then issued and outstanding; and (B) with respect to accounts not in excess of the Maximum Addition Amount added during the last quarterly period (such quarterly period beginning on and including the fifteenth day of January, April, July, and October and ending on and excluding the fifteenth day of April, July, October, and January, respectively), if applicable, the Transferor shall have received, to the extent not previously received, not later than twenty days after the relevant quarterly period, notice from Standard & Poor's, Xxxxx'x and Fitch that the inclusion of such accounts as Additional Accounts pursuant to subsections 2.06(a) and subsection 2.06(b) will not result in the reduction or withdrawal of its then existing rating of any Series of Investor Certificates then issued and outstanding; and (viii) if any such transfer of Receivables shall include business cards (as “business card” is customarily defined in the credit card industry), the Transferor shall (x) provide each Rating Agency 30 days' ’ prior notice of the inclusion of any such business cards as Additional Accounts pursuant to subsection 2.06(b)cards, (y) obtain the written consent of each Credit Enhancement Provider, and (z) the Transferor shall have received written confirmation from each Rating Agency that such designation will not result in a downgrade or withdrawal of its then current rating of any outstanding Series of Investor Certificates.

Addition of Accounts. (a) (i) If, (A) during any period of thirty consecutive daysOn each date on which Accounts are originated or acquired by DNB or Mercantile, the Transferor Interest averaged over that period is less than the Minimum Transferor Interest for that period the Transferor shall designate additional eligible MasterCard®, VISA® or American Express® automatically add such accounts from the Bank Portfolio as Accounts ("Additional Accounts"), the Receivables of which shall become property of the Trust; provided, that, unless written consent of each Rating Agency has been received, (i) all Accounts acquired by DNB or Mercantile and (ii) any Additional Accounts (other than Accounts referred to in clause (i)) in excess of the Maximum Addition Amount (collectively if such consents have not been received, the "Excluded Accounts"), shall not be included as Accounts in a sufficient amount such that the average any calculations made hereunder for any purpose, including, without limitation, for purposes of the Transferor Interest as a percentage of calculating the Average Principal Receivables for such 30‑day periodReceivables, computed by assuming that the amount of the Default Amount, Defaulted Accounts, Eligible Accounts, Eligible Receivables, Net Portfolio Yield and Principal Receivables of such Additional Accounts shall be deemed to be outstanding in the Trust during each day of such 30‑day period, is at least equal to the Minimum Transferor Interest, or (B) on any Record Date the aggregate amount of Principal Receivables is less than the Minimum Aggregate Principal Receivables (as adjusted for any Series having a Companion Series as described in the Supplement for such Series), the Transferor shall designate Additional Accounts to be included as Accounts in a sufficient amount such that the aggregate amount of Principal Receivables will be equal to or greater than the Minimum Aggregate Principal Receivables. Receivables from such Additional Accounts shall be transferred to the Trustee on or before the tenth Business Day following such thirty‑day period or Record Date, as the case may be. (ii) In lieu of, or in addition to, designating Additional Accounts pursuant to clause (i) above, the Transferor may, subject to any applicable conditions specified in paragraph (c) below, convey to the Trustee participations representing undivided interests in a pool of assets primarily consisting of receivables arising under revolving credit card accounts owned by the applicable Account Owner or any Affiliate of such Account Owner and collections thereon ("Participations"). The addition of Participations in the Trust pursuant to this paragraph (a) or paragraph (b) below shall be effected by an amendment hereto, dated as of the applicable Addition Date, pursuant to subsection 13.01(a)Trust. (b) In addition to its obligation under subsection 2.06(a), the Transferor may, but shall not be obligated to, designate from time to time Additional Accounts to be included as Accounts or Participations to be included as property of the Trust, in either case as of the applicable Addition Date. (c) The Transferor agrees that in connection with any such transfer of Receivables from Additional Accounts, under subsection 2.06(a) or (b) shall satisfy the following conditions (to the extent provided below):: (i) on or before the fifth Business Day prior to the Addition Date with respect to additions pursuant to subsection 2.06(a) and on or before the tenth Business Day prior to the Addition Date with respect to additions pursuant to subsection 2.06(b) (the "Notice Date")On a quarterly basis, the Transferor shall give the Trustee, each Rating Agency and the Master Servicer written notice that such of all Additional Accounts or Participations will be includedwhich have been added to the Trust since the prior period, which notice shall specify the approximate aggregate amount of the Receivables to be transferred; (ii) on or before the Addition Date, the Transferor shall have delivered in addition to the Trustee a written assignment (including an acceptance by the Trustee on behalf of the Trust for the benefit of the Investor Certificateholders) representations and warranties set forth in substantially the form of Exhibit B (the "Assignment") and the Transferor shall have indicated in its computer files that the Receivables created in connection with the Additional Accounts have been transferred to the Trust andSection 2.03, within five Business Days thereafter, or as otherwise agreed upon among the Servicer, the Transferor and the Trustee, the Transferor shall have delivered to the Trustee the updated Account Schedule, which Account Schedule is true and complete as of the related Addition Date and which shall be as of the date of such Assignment incorporated into and made a part of such Assignment and this Agreement; (iii) the Transferor shall represent and warrant that as of the related Addition Date in the case of clauses (xA), (C) and (D) below and as of the delivery date of the supplemental Account List in the case of clause (B) below: (A) Except with respect to Additional Excluded Accounts, each Additional Account is, as of the Addition Date, is an Eligible Account, and each existing Receivable in such Additional Account, is an Eligible Receivable; (B) the supplemental Account is, List provided pursuant to (i) above is an accurate and complete listing in all material respects of all Additional Accounts included as Accounts as of such date and the information contained therein with respect to the identity of such Additional Accounts and the Receivables existing thereunder is true and correct in all material respects, (C) As of the Addition Date, an Eligible Receivable, (y) it each existing Receivable in the related Additional Accounts has not used been conveyed to the Trust free and clear of any selection procedures believed by Lien of any Person claiming through or under the Transferor to be materially adverse or any of its Affiliates and in compliance, in all material respects, with all Requirements of Law applicable to the interests Transferor; and (D) As of the Investor Certificateholders Addition Date, with respect to each existing Receivable in selecting the related Additional Accounts, and (z) as all consents, licenses, approvals or authorizations of the Addition Dateor registrations or declarations with any Governmental Authority required to be obtained, effected or given by the Transferor is not insolvent; (iv) in connection with the Transferor shall represent and warrant that, as conveyance of the Addition Date, the Assignment constitutes either (x) a valid sale such Receivable to the Trustee of the Receivables Trust have been duly obtained, effected or given and are in the Additional Accounts, or (y) a grant of a security interest in favor of the Trustee in the Receivables in the Additional Accounts, full force and that sale or security interest is perfected under the Delaware UCC; (v) the Transferor shall deliver an Officer's Certificate substantially in the form of Schedule 2 to Exhibit B to the Trustee confirming the items set forth in paragraphs (ii), (iii) and (iv) above; (vi) the Transferor shall deliver an Opinion of Counsel with respect to the Receivables in the Additional Accounts to the Trustee (with a copy to Xxxxx'x, Standard & Poor's and Fitch) substantially in the form of Exhibit E; (vii) (A) with respect to accounts in excess of the Maximum Addition Amount and with respect to Participations, the Transferor shall have received notice from Standard & Poor's, Xxxxx'x and Fitch that the inclusion of such accounts as Additional Accounts pursuant to subsections 2.06(a) and 2.06(b) or the inclusion of such Participations to be included as property of the Trust pursuant to subsections 2.06(a) and 2.06(b), as the case may be, will not result in the reduction or withdrawal of its then existing rating of any Series of Investor Certificates then issued and outstanding; and (B) with respect to accounts not in excess of the Maximum Addition Amount added during the last quarterly period (such quarterly period beginning on and including the fifteenth day of January, April, July, and October and ending on and excluding the fifteenth day of April, July, October, and January, respectively), if applicable, the Transferor shall have received, to the extent not previously received, not later than twenty days after the relevant quarterly period, notice from Standard & Poor's, Xxxxx'x and Fitch that the inclusion of such accounts as Additional Accounts pursuant to subsections 2.06(a) and 2.06(b) will not result in the reduction or withdrawal of its then existing rating of any Series of Investor Certificates then issued and outstanding; and (viii) the Transferor shall provide each Rating Agency 30 days' prior notice of the inclusion of any business cards as Additional Accounts pursuant to subsection 2.06(b)effect.

Addition of Accounts. (a) (i) If, (A) during any period of thirty consecutive days, the Transferor Interest averaged over that period is less than the Minimum Transferor Interest for that period the Transferor shall The Seller may from time to time offer to voluntarily designate additional eligible MasterCard®, VISA® or American Express® accounts from the Bank Portfolio ("Additional Accounts") to be included as Accounts in a sufficient amount such that the average of the Transferor Interest as a percentage of the Average Principal Receivables for such 30‑day period, computed by assuming that the amount of the Principal Receivables of such Additional Accounts shall be deemed to be outstanding in the Trust during each day of such 30‑day period, is at least equal to the Minimum Transferor Interest, or (B) on any Record Date the aggregate amount of Principal Receivables is less than the Minimum Aggregate Principal Receivables (as adjusted for any Series having a Companion Series as described in the Supplement for such Series), the Transferor shall designate Additional Eligible Accounts to be included as Accounts Accounts, subject to the conditions specified in a sufficient amount paragraph (b) below. If any such that offer is accepted by the aggregate amount of Principal Buyer, Receivables will be equal to or greater than and the Minimum Aggregate Principal Receivables. Receivables Related Security from such Additional Accounts shall be transferred sold to the Trustee Buyer effective on a date (the "Addition Date") specified in a written notice provided by the Seller (or before the tenth Business Day following Master Servicer on its behalf) to the Buyer and any Enhancement Providers specifying the Additional Cut-Off Date and the Addition Date for such thirty‑day period or Record Date, as the case may be. (ii) In lieu of, or in addition to, designating Additional Accounts pursuant to clause (i) above, the Transferor may, subject to any applicable conditions specified in paragraph (c) below, convey to the Trustee participations representing undivided interests in a pool of assets primarily consisting of receivables arising under revolving credit card accounts owned by the applicable Account Owner or any Affiliate of such Account Owner and collections thereon ("ParticipationsAddition Notice"). The addition of Participations in the Trust pursuant to this paragraph (a) or paragraph (b) below shall be effected by an amendment hereto, dated as of the applicable Addition Date, pursuant to subsection 13.01(a). (b) In addition to its obligation under subsection 2.06(a), the Transferor may, but shall not be obligated to, designate from time to time Additional Accounts to be included as Accounts or Participations to be included as property of the Trust, in either case as of the applicable Addition Date. (c) The Transferor agrees that any such transfer of Receivables from Additional Accounts, under subsection 2.06(a) or (b) shall satisfy the following conditions (to the extent provided below): (i) on or before the fifth Business Day but not more than the 30th day prior to the related Addition Date with respect to additions pursuant to subsection 2.06(a) and on or before the tenth Business Day prior to the Addition Date with respect to additions pursuant to subsection 2.06(b) (the "Notice Date"), . (b) The Seller shall be permitted to convey to the Transferor shall give Buyer the Trustee, each Rating Agency Receivables and the Servicer written notice that such all Related Security related thereto in any Additional Accounts or Participations will be included, which notice shall specify designated by the approximate aggregate amount Seller as such pursuant to Section 2.04(a) only upon satisfaction of each of the Receivables following conditions on or prior to the related Addition Date; provided, however, conditions (vi), (viii) and (ix) below shall be transferred;inapplicable to Accounts designated by the Buyer as Automatic Additional Accounts under Section 2.05(b)(ii) of the Pooling and Servicing Agreement: (i) The Seller shall provide the Buyer and any Enhancement Providers with a timely Addition Notice. (ii) on or before the Addition Date, the Transferor Such Additional Accounts shall all be Eligible Accounts. (iii) The Seller shall have delivered to the Trustee Buyer a duly executed written assignment (including an acceptance by the Trustee on behalf of the Trust for the benefit of the Investor CertificateholdersBuyer) in substantially the form of Exhibit B A (the "Assignment") and the Transferor shall have indicated in its computer files that the Receivables created in connection with the Additional Accounts have been transferred file or microfiche or written list required to the Trust and, within five Business Days thereafter, or as otherwise agreed upon among the Servicer, the Transferor and the Trustee, the Transferor be delivered pursuant to Section 2.01. (iv) The Seller shall have delivered to the Trustee Buyer for deposit in the updated Collection Account Schedule, which Account Schedule is true and complete as of the related Addition Date and which shall be as of the date of such Assignment incorporated into and made a part of such Assignment and this Agreement; (iii) the Transferor shall represent and warrant that (x) all Collections with respect to Additional Accounts, each Additional Account is, as of the Addition Date, an Eligible Account, and each existing Receivable in such Additional Account is, as of Accounts since the Addition Additional Cut-Off Date, an Eligible Receivable, . (yv) it has not used any (A) No selection procedures believed by the Transferor Seller to be materially adverse to the interests of the Investor Certificateholders Buyer or the Beneficiaries were used in selecting the related such Additional Accounts, ; (B) the list of Additional Accounts delivered pursuant to clause (iii) above is true and correct in all material respects as of the Additional Cut-Off Date and (zC) as of each of the Notice Date and the Addition Date, neither the Transferor is not insolvent;Seller, the Buyer nor the Master Servicer are insolvent nor will have been made insolvent by such transfer nor are aware of any pending insolvency. (ivvi) the Transferor The Rating Agency Condition shall represent and warrant that, as of the Addition Date, the Assignment constitutes either have been satisfied with respect to such addition. (xvii) a valid sale to the Trustee The addition of the Receivables arising in such Additional Accounts shall not result in the Additional Accounts, or occurrence of an Early Amortization Event. (yviii) The Seller shall have delivered to the Buyer and any Enhancement Providers a grant certificate of a security interest in favor of the Trustee in the Receivables in the Additional Accounts, and that sale Vice President or security interest is perfected under the Delaware UCC; (v) the Transferor shall deliver an Officer's Certificate substantially in the form of Schedule 2 to Exhibit B to the Trustee more senior officer confirming the items set forth in paragraphs (ii), ) through (iii) and (ivvii) above;. (viix) On or before each Addition Date, the Transferor Seller shall deliver to the Buyer and any Enhancement Providers an Opinion of Counsel for the Seller with respect to the Receivables in the Additional Accounts to the Trustee (with a copy to Xxxxx'x, Standard & Poor's and Fitch) substantially in the form of Exhibit E;B. (viic) (A) with respect to accounts in excess The Seller hereby represents and warrants as of the Maximum applicable Addition Amount Date as to the matters set forth in Section 2.04(b)(v). The representations and with respect warranties set forth in Section 2.04(b)(v) shall survive the sale and assignment of the respective Receivables and the Related Security to Participationsthe Buyer. Upon discovery by the Seller or the Buyer of a breach of any of the foregoing representations and warranties, the Transferor party discovering the breach shall have received give prompt written notice from Standard & Poor's, Xxxxx'x to the other party and Fitch that to any Enhancement Providers. (d) At least 20 days prior to each Addition Date in respect of the inclusion designation of such accounts as any Additional Accounts pursuant to subsections 2.06(a) and 2.06(b) or this Section 2.04, the inclusion Seller shall have given written notice of such Participations to be included as property of the Trust pursuant to subsections 2.06(a) and 2.06(b), as the case may be, will not result in the reduction or withdrawal of its then existing rating of any Series of Investor Certificates then issued and outstanding; and (B) with respect to accounts not in excess of the Maximum Addition Amount added during the last quarterly period (such quarterly period beginning on and including the fifteenth day of January, April, July, and October and ending on and excluding the fifteenth day of April, July, October, and January, respectively), if applicable, the Transferor shall have received, designation to the extent not previously received, not later than twenty days after the relevant quarterly period, notice from Standard & Poor's, Xxxxx'x and Fitch that the inclusion of such accounts as Additional Accounts pursuant to subsections 2.06(a) and 2.06(b) will not result in the reduction or withdrawal of its then existing rating of any Series of Investor Certificates then issued and outstanding; and (viii) the Transferor shall provide each Rating Agency 30 days' prior notice of the inclusion of any business cards as Additional Accounts pursuant to subsection 2.06(b)Agencies.

Addition of Accounts. (a) (i) If, (A) during any period of thirty 30 consecutive days, the Transferor Interest averaged over that period Average Aggregate Net Principal Receivables is less than the Minimum Transferor Interest Aggregate Investor Amount averaged for that period such period, either Seller or the Transferor Servicer (whichever shall first become aware of same) promptly shall give the Trustee written notice thereof, and as soon as practicable (but in no event later than 10 Business Days thereafter) Seller shall designate additional eligible MasterCard®, VISA® or American Express® accounts from the Bank Portfolio Eligible Accounts ("Additional Accounts") to be included as Accounts and shall transfer the Receivables in such Additional Accounts to the Trust, in a sufficient amount such so that the average of the Transferor Interest as a percentage of the Average Aggregate Net Principal Receivables for during such 30‑day period30-day period would have, computed by assuming that if the amount of the Principal Receivables of such Additional Accounts shall be deemed to be outstanding in the Trust during each day of such 30‑day period, is at least equal to the Minimum Transferor Interest, or (B) on any Record Date the aggregate amount of Principal Receivables is less than the Minimum Aggregate Principal Receivables (as adjusted for any Series having a Companion Series as described in the Supplement for such Series), the Transferor shall designate Additional Accounts to be included as Accounts in a sufficient amount such that the aggregate amount of Principal Receivables will be equal to or greater than the Minimum Aggregate Principal Receivables. Receivables from such Additional Accounts shall be had been transferred to the Trustee on or before Trust during such 30- day period, at least equalled the tenth Business Day following Aggregate Investor Amount averaged for such thirty‑day period or Record Date, as the case may be. (ii) In lieu of, or in addition to, designating Additional Accounts pursuant to clause (i) above, the Transferor may, subject to any applicable conditions specified in paragraph (c) below, convey to the Trustee participations representing undivided interests in a pool of assets primarily consisting of receivables arising under revolving credit card accounts owned by the applicable Account Owner or any Affiliate of such Account Owner and collections thereon ("Participations"). The addition of Participations in the Trust pursuant to this paragraph (a) or paragraph (b) below shall be effected by an amendment hereto, dated as of the applicable Addition Date, pursuant to subsection 13.01(a)period. (b) In in addition to its obligation under subsection 2.06(a2.6(a), the Transferor Seller may, but shall not be obligated to, designate from time to time time, designate Additional Accounts to be included as Accounts or Participations to be included as property of the Trust, in either case as of the applicable Addition DateAccounts. (c) The Transferor Seller agrees that any such transfer of Receivables from Additional Accounts, Accounts shall be transferred by Seller to the Trust under subsection 2.06(a2.6(a), (b) or (be) shall satisfy upon and subject to the following conditions (to the extent provided below):conditions: (i) on On or before the fifth Business Day prior to the Addition Date with respect to additions pursuant to subsection 2.06(a) and on or before the tenth Business Day prior to the Addition Date with respect to additions pursuant to subsection 2.06(b) (the "Notice Date") prior to the Addition Date in respect of Additional Accounts added pursuant to subsection 2.6(a) or (b), the Transferor Seller shall give the Trustee, each Rating Agency Trustee and the Servicer written notice that such Additional Accounts or Participations will be included, which notice shall specify included and specifying the approximate aggregate amount of the Receivables to be transferred; (ii) on Seller (A) shall transfer to the Trust Receivables only in Eligible Accounts, and (B) shall satisfy the applicable condition in accordance with subsection 2.6(f) if such designation of Additional Accounts is made pursuant to subsection 2.6(b) or before (e) and if the addition of such Additional Accounts (1) would cause the quotient (the "Annual Quotient") of (x) the sum of the Annual Net Account Additions after giving effect to such addition plus the related Base Amount divided by (y) the related Base Amount to exceed 1.20, or (2) would cause the quotient (the "Quarterly Quotient") of (x) the sum of the Quarterly Net Account Additions after giving effect to such addition plus the related Base Amount divided by (y) the related Base Amount to exceed 1.15; (iii) On or prior to the Addition Date, the Transferor in respect of Additional Accounts added pursuant to subsection 2.6(a) or (b), Seller shall have delivered to the Trustee a written assignment transfer agreement (including an acceptance by the Trustee on behalf of the Trust for the benefit of the Investor Certificateholders) in substantially the form of Exhibit B (the --------- "AssignmentTransfer Agreement") and the Transferor shall have indicated in its books and records, including the computer files of the Receivables, that the Receivables created in connection with the Additional Accounts have been transferred by Seller to the Trust and, within five Business Days thereafter, or as otherwise agreed upon among the Servicer, the Transferor Trust; and the Trustee, the Transferor shall have delivered to the Trustee the updated Account Schedule, which Account Schedule is a computer file or microfiche list containing a true and complete list of all Additional Accounts identified by account number and by Receivable balance as of the related Addition Date in respect of Additional Accounts added pursuant to subsection 2.6(a) or (b), which computer file or microfiche list shall be marked as Schedule I to the Transfer Agreement, delivered to the Trustee as ---------- confidential and which proprietary, shall be as of the date of such Assignment Transfer Agreement and incorporated into and made a part of such Assignment Transfer Agreement and this Agreement; (iiiiv) the Transferor Seller shall be deemed to represent and warrant that (xw) as of the Addition Date, Schedule 1 to the Transfer Agreement and the computer file or microfiche list delivered pursuant to subsection 2.6(c) is an accurate and complete listing in all material respects of all the Additional Accounts as of the Addition Date and the information contained therein with respect to the identity of such Additional AccountsAccounts and the Receivables existing thereunder is true and correct in all material respects as of the Addition Date, (x) each Additional Account is, as of the Addition Date, an Eligible Account, and each existing Receivable in such Additional Account is, as of the Addition Date, an Eligible Receivable, (y) it has not used any no selection procedures reasonably believed by the Transferor Seller to be materially adverse to the interests of the Investor Certificateholders were utilized in selecting the related Additional Accounts from the available Eligible Accounts, and (z) as of the Addition Date, the Transferor Seller is not insolventinsolvent and will not be rendered insolvent by adding any such Additional Account to any Cycle; (ivv) the Transferor Seller shall be deemed to represent and warrant that, as of the Addition Date, the Assignment Transfer Agreement constitutes either (x) a valid sale transfer to the Trustee Trust of all right, title and interest of Seller in, to and under the Receivables then existing and thereafter arising in respect of the Additional Accounts, all monies due or to become due with respect thereto (including all Finance Charge Receivables), and all proceeds (including, without limitation, as defined in the UCC as in effect in the State of Illinois) of such Receivables and Insurance Proceeds relating thereto, and such property will be owned by the Trust free and clear of any Lien of any Person, except for (i) Liens permitted under subsection 2.5(b), (ii) the interest of Seller as holder of the Exchangeable Seller Certificate and (iii) Seller's right to receive interest accruing on, and investment earnings in respect of, the Collection Account or any Series Account as provided in this Agreement and any Supplement, or (y) a grant of a security interest in favor of the Trustee (as defined in the UCC as in effect in the State of Illinois) in such property to the Trust, which is enforceable with respect to then existing Receivables in of the Additional Accounts, all monies due or to become due with respect thereto, the proceeds thereof and that sale or Recoveries and Insurance Proceeds relating thereto upon the transfer of such Receivables to the Trust, and which will be enforceable with respect to the Receivables thereafter transferred in respect of Additional Accounts, the proceeds thereof and Insurance Proceeds relating thereto upon such transfer; and (z) if the Transfer Agreement constitutes the grant of a security interest is to the Trust in such property, upon the filing of a financing statement as described in Section 2.1 with respect to such Additional Accounts and in the case of the Receivables of Additional Accounts thereafter transferred and the proceeds thereof, and Insurance Proceeds relating to such Receivables, upon such transfer, the Trust shall have a first priority perfected security interest in such property, except for Liens permitted under subsection 2.5(b), the Delaware UCCinterest of Seller as holder of the Exchangeable Seller Certificate and Seller's right to receive interest accruing on, and investment earnings in respect of, the Collection Account or any Series Account, as provided in this Agreement and any Supplement; (vvi) Seller shall, on the Transferor shall Addition Date for Additional Accounts added pursuant to subsection 2.6(a) or (b), deliver an Officer's Certificate substantially in the form a certificate of Schedule 2 to Exhibit B to the Trustee a Vice President or more senior officer confirming the items set forth in paragraphs (ii), (iii), (iv) and (ivv) above;; and (vivii) Seller shall, on the Transferor shall Addition Date for Additional Accounts added pursuant to subsection 2.6(a) or (b), deliver an Opinion of Counsel with respect to the Receivables in the Additional Accounts to the Trustee (with a copy to Xxxxx'x, Standard & Poor's and Fitch) substantially in the form of Exhibit E;C. --------- (viid) Seller shall provide to each Rating Agency and to each Enhancement Provider prior written notice each time Additional Accounts are added pursuant to subsection 2.6(a) or (Ab). (e) In addition to the occasional designation of Additional Accounts as required or permitted pursuant to subsections 2.6(a) and (b) above, Seller agrees that each new Charge Account originated in the normal course of FCNB's business and assigned to an Included Cycle after the Cut Off Date and purchased by Seller pursuant to the Receivables Purchase Agreement shall automatically be included as an Account (and the Receivables arising thereunder automatically transferred to the Trust) effective on the tenth Business Day following the end of the monthly Period in which such account is assigned to such billing cycle; provided, however, that such automatic inclusion and transfer shall not occur with respect to accounts any such account if: (i) such account does not qualify as an Eligible Account, (ii) the inclusion in excess the Trust of the Maximum Addition Amount and with respect Receivables in such Account, if such Accounts had been designated by Seller pursuant to Participationssubsection 2.6(b), would have caused the Transferor limitations set forth in subsection 2.6(c)(ii) to be exceeded (unless the Seller shall have received notice from Standard & Poor'ssatisfied any applicable condition to such addition), Xxxxx'x and Fitch that the inclusion of or (iii) Seller otherwise designates such accounts account as Additional Accounts pursuant to subsections 2.06(a) and 2.06(b) or the inclusion of such Participations an account which is not to be included as property an Account pursuant to this subsection 2.6(e). On or before the fifth Business Day of each month next succeeding a calendar month in which Accounts were included pursuant to the preceding sentence, Seller shall (i) indicate in its books and records, including the computer files of the Trust pursuant receivables, that the Receivables created in connection with such included Accounts have been transferred to subsections 2.06(a) and 2.06(b)the Trust, as the case may be, will not result in the reduction or withdrawal of its then existing rating of any Series of Investor Certificates then issued and outstanding; and (Bii) with respect shall deliver to accounts not in excess the Trustee a computer file or microfiche list containing a true and complete list of all such included Accounts identified by account number and by the Receivables balance as of the Maximum Addition Amount added during the last quarterly period (end of such quarterly period beginning on and including the fifteenth day of Januarycalendar month, April, July, and October and ending on and excluding the fifteenth day of April, July, October, and January, respectively), if applicable, the Transferor which computer file or microfiche list shall have received, be delivered to the extent not previously receivedTrustee as confidential and proprietary and incorporated into and made a part of this Agreement. The Seller, not later than twenty days after at its option, may, by providing written notice to the relevant quarterly periodTrustee and the Servicer, notice from Standard & Poor's, Xxxxx'x and Fitch that terminate or suspend the inclusion of such accounts as Automatic Additional Accounts pursuant to subsections 2.06(a) and 2.06(b) will not result in the reduction or withdrawal of its then existing rating of at any Series of Investor Certificates then issued and outstanding; andtime. (viiii) the Transferor shall provide each The Rating Agency 30 days' prior notice of Condition shall be applicable and must be satisfied whenever the inclusion of any business cards as Quarterly Quotient exceeds the amount set forth in subsection 2.6(c)(ii)(B)(2) or whenever the Annual Quotient exceeds 1.30. (ii) If the Annual Quotient exceeds 1.20 but is less than or equal to 1.30 the Seller may at its option satisfy either the Rating Agency Condition or the Additional Accounts pursuant Enhancement Increase Condition. If no outstanding Series specifies an Additional Accounts Enhancement Increase Condition, then this clause (ii) shall not be applicable to subsection 2.06(b)the addition of Additional Accounts.

Addition of Accounts. (a) (i) If, (A) during at the end of any period of thirty consecutive daysMonthly Period, the Transferor Interest averaged over that period Free Equity Amount is less than the Minimum Transferor Interest for that period the Transferor Free Equity Amount, Seller shall require Originator to designate additional eligible MasterCard®, VISA® or American Express® accounts from the Bank Portfolio ("Additional Accounts") Eligible Accounts to be included as “Accounts” under (and as defined in) the Bank Receivables Sale Agreement, and Seller shall in turn designate such accounts (“Additional Accounts”) as Accounts for purposes of this Agreement in a sufficient amount such that the average Free Equity Amount at the end of the Transferor Interest as a percentage of the Average Principal Receivables for such 30‑day periodMonthly Period, computed by assuming that on a pro forma basis as if the amount of Additional Accounts had been designated prior to the Principal Receivables end of such Additional Accounts shall be deemed to be outstanding in the Trust during each day of such 30‑day periodMonthly Period, is at least equal to the Minimum Transferor InterestFree Equity Amount (if any). In addition, or (B) on if, at the end of any Record Date Monthly Period, the aggregate amount of Note Trust Principal Receivables Balance is less than the Minimum Aggregate Required Principal Receivables (as adjusted for any Series having a Companion Series as described in the Supplement for such Series)Balance, the Transferor Seller shall require Originator to designate Additional additional Eligible Accounts to be included as “Accounts” under the Bank Receivables Sale Agreement, and Seller shall in turn designate such accounts as Additional Accounts for purposes of this Agreement in a sufficient amount such that the aggregate amount of Note Trust Principal Receivables Balance will be equal to or greater than the Minimum Aggregate Required Principal ReceivablesBalance. Receivables from such Additional Accounts shall be transferred to the Trustee Buyer on or before the tenth Business Day following such thirty‑day period or Record Date, as Monthly Period. To the case may be. (ii) In lieu of, or in addition to, designating extent Seller designates Additional Accounts pursuant to clause (i) above, the Transferor may, subject to any applicable conditions specified in paragraph (c) below, convey to the Trustee participations representing undivided interests in a pool of assets primarily consisting of receivables arising under revolving credit card accounts owned by the applicable Account Owner or any Affiliate of such Account Owner and collections thereon ("Participations"). The addition of Participations in the Trust pursuant to this paragraph (a) or paragraph (b) below shall be effected by an amendment hereto, dated as of the applicable Addition Date, pursuant to subsection 13.01(a). (b) In addition to its obligation under subsection 2.06(a), the Transferor may, but shall not be obligated to, designate from time to time Additional Accounts to be included as Accounts or Participations to be included as property of the Trust, in either case as of the applicable Addition Date. (c) The Transferor agrees that any such transfer of with Principal Receivables from Additional Accounts, under subsection 2.06(a) or (b) shall satisfy the following conditions (to the extent provided below): (i) on or before the fifth Business Day prior to the Addition Date with respect to additions pursuant to subsection 2.06(a) and on or before the tenth Business Day prior to the Addition Date with respect to additions pursuant to subsection 2.06(b) (the "Notice Date"), the Transferor shall give the Trustee, each Rating Agency and the Servicer written notice that such Additional Accounts or Participations will be included, which notice shall specify the approximate aggregate amount of the Receivables to be transferred; (ii) on or before the Addition Date, the Transferor shall have delivered to the Trustee a written assignment (including an acceptance by the Trustee on behalf of the Trust for the benefit of the Investor Certificateholders) in substantially the form of Exhibit B (the "Assignment") and the Transferor shall have indicated in its computer files that the Receivables created in connection with the Additional Accounts have been transferred to the Trust and, within five Business Days thereafter, or as otherwise agreed upon among the Servicer, the Transferor and the Trustee, the Transferor shall have delivered to the Trustee the updated Account Schedule, which Account Schedule is true and complete as of the related Addition Date and which shall be as of the date of such Assignment incorporated into and made a part of such Assignment and this Agreement; (iii) the Transferor shall represent and warrant that (x) with respect to Additional Accounts, each Additional Account is, as of the Addition Date, an Eligible Account, and each existing Receivable in such Additional Account is, as of the Addition Date, an Eligible Receivable, (y) it has not used any selection procedures believed by the Transferor to be materially adverse to the interests of the Investor Certificateholders in selecting the related Additional Accounts, and (z) as of the Addition Date, the Transferor is not insolvent; (iv) the Transferor shall represent and warrant that, as of the Addition Date, the Assignment constitutes either (x) a valid sale to the Trustee of the Receivables in the Additional Accounts, or (y) a grant of a security interest in favor of the Trustee in the Receivables in the Additional Accounts, and that sale or security interest is perfected under the Delaware UCC; (v) the Transferor shall deliver an Officer's Certificate substantially in the form of Schedule 2 to Exhibit B to the Trustee confirming the items set forth in paragraphs (ii), (iii) and (iv) above; (vi) the Transferor shall deliver an Opinion of Counsel with respect to the Receivables in the Additional Accounts to the Trustee (with a copy to Xxxxx'x, Standard & Poor's and Fitch) substantially in the form of Exhibit E; (vii) (A) with respect to accounts in excess of the Maximum Addition Amount and with respect amount of Principal Receivables required under this subsection 2.6(a), such excess shall be deemed to Participations, the Transferor shall have received notice from Standard & Poor's, Xxxxx'x and Fitch that the inclusion of such accounts as be optional Additional Accounts pursuant to subsections 2.06(aunder subsection 2.6(b) below and 2.06(b) or the inclusion of such Participations will be permitted to be included as property of the Trust pursuant to subsections 2.06(a) and 2.06(b), as the case may be, will not result in the reduction or withdrawal of its then existing rating of any Series of Investor Certificates then issued and outstanding; and (B) with respect to accounts not in excess of the Maximum Addition Amount added during the last quarterly period (such quarterly period beginning on and including the fifteenth day of January, April, July, and October and ending on and excluding the fifteenth day of April, July, October, and January, respectively), if applicable, the Transferor shall have received, so designated solely to the extent not previously received, not later than twenty days after the relevant quarterly period, notice from Standard & Poor's, Xxxxx'x and Fitch that the inclusion of such accounts as Additional Accounts pursuant to subsections 2.06(a) and 2.06(b) will not result in the reduction or withdrawal of its then existing rating of any Series of Investor Certificates then issued and outstanding; and (viii) the Transferor shall provide each Rating Agency 30 days' prior notice of the inclusion of any business cards as Additional Accounts pursuant to permitted by subsection 2.06(b2.6(b).

Addition of Accounts. (a) (i) If, (A) during any period of thirty twenty consecutive days, the Transferor Interest averaged over that period is less than the Minimum Transferor Interest for that period the Transferor shall designate additional eligible MasterCard®, VISA® MasterCard or American Express® VISA accounts from the Bank Portfolio ("together with all other Accounts transferred to the Trust pursuant to this Section 2.06, “Additional Accounts"”) to be included as Accounts in a sufficient amount such that the average of the Transferor Interest as a percentage of the Average Principal Receivables for such 30‑day 20-day period, computed by assuming that the amount of the Principal Receivables of such Additional Accounts shall be deemed to be outstanding in the Trust during each day of such 30‑day 20-day period, is at least equal to the Minimum Transferor Interest, or (B) on any Record Date the aggregate amount of Principal Receivables is less than the Minimum Aggregate Principal Receivables (as adjusted for any Series having a Companion Series as described in the Supplement for such Series), the Transferor shall designate Additional Accounts to be included as Accounts in a sufficient amount such that the aggregate amount of Principal Receivables will be equal to or greater than the Minimum Aggregate Principal Receivables. Such Accounts shall be limited to Accounts originated by the Credit Card Originator and created in connection with the Cabela’s card program unless the Transferor shall have received written confirmation from each Rating Agency that such designation will not result in a downgrade or withdrawal of its then existing rating of any outstanding Series of Investor Certificates. Receivables from such Additional Accounts shall be transferred to the Trustee on or before the tenth Business Day following such thirty‑day 20-day period or Record Date, as the case may be. (ii) In lieu of, or in addition to, designating Additional Accounts pursuant to clause (i) above, the Transferor may, subject to any applicable conditions specified in paragraph (c) below, convey to the Trustee participations representing undivided interests in a pool of assets primarily consisting of receivables arising under revolving credit card accounts owned by the applicable Account Owner or any Affiliate of such Account Owner and collections thereon ("Participations"). The addition of Participations in the Trust pursuant to this paragraph (a) or paragraph (b) below shall be effected by an amendment hereto, dated as of the applicable Addition Date, pursuant to subsection 13.01(a). (b) In addition to its obligation under subsection 2.06(a), the Transferor may, but shall not be obligated to, designate from time to time Additional Accounts of the Transferor to be included as Accounts or Participations to be included as property of the Trust, in either case as of the applicable Addition Date. Such Accounts shall be limited to Accounts originated by the Credit Card Originator and created in connection with the Cabela’s card program unless the Transferor shall have received written confirmation from each Rating Agency that such designation will not result in a downgrade or withdrawal of its then current rating of any outstanding Series of Investor Certificates. (c) The Transferor agrees that any such transfer of Receivables from Additional Accounts, Accounts under subsection 2.06(a) or (b) shall satisfy the following conditions (to the extent provided below): (i) on or before the fifth Business Day prior to the Addition Date with respect to additions pursuant to subsection 2.06(a) and on or before the tenth Business Day prior to the Addition Date with respect to additions pursuant to subsection 2.06(b) (the "“Notice Date"”), the Transferor shall give the Trustee, each Rating Agency and the Servicer written notice that such Additional Accounts or Participations will be included, which notice shall specify the approximate aggregate amount of the Receivables to be transferred; (ii) on or before the Addition Date, the Transferor shall have delivered to the Trustee a written assignment (including an acceptance by the Trustee on behalf of the Trust for the benefit of the Investor CertificateholdersCertificateholders and each Credit Enhancement Provider (as each’s interests may appear herein or in a related Supplement)) in substantially the form of Exhibit B (the "“Assignment"”) and the Transferor shall have indicated in its computer files (and have caused WFB and the Servicer to indicate in their computer files) that the Receivables created in connection with the Additional Accounts have been transferred to the Trust Trustee and, within five Business Days thereafter, on or as otherwise agreed upon among prior to the Servicer, the Transferor and the TrusteeAddition Date, the Transferor shall have delivered to the Trustee the updated Account Schedule, which Account Schedule is a computer file or microfiche list containing a true and complete list of all Additional Accounts and identifying each Account by account number and the aggregate amount of the Receivables in such Additional Accounts, as of the related Addition Date and Date, which computer file or microfiche list shall be as of the date of such Assignment incorporated into and made a part of such Assignment and this Agreement; (iii) the Transferor shall represent and warrant that (x) with respect to Additional Accounts, each Additional Account is, as of the Addition Date, an Eligible Account, and each existing Receivable in such Additional Account is, as of the Addition Date, an Eligible Receivable, (y) it has not used any no selection procedures believed by the Transferor to be materially adverse to the interests of the Investor Certificateholders or any Credit Enhancement Provider were utilized in selecting the related Additional AccountsAccounts from the available Eligible Accounts from the Bank Portfolio, and (z) as of the Addition Date, the Transferor is not insolvent; (iv) the Transferor shall represent and warrant that, as of the Addition Date, the Assignment constitutes either (x) a valid sale transfer and assignment to the Trustee of all right, title and interest of the Transferor in and to the Receivables then existing and thereafter created in the Additional Accounts, all monies due or to become due with respect to such Receivables (including all Finance Charge Receivables), all amounts received with respect thereto, all Insurance Proceeds relating to such Receivables and all proceeds (as defined in the UCC as in effect in the applicable jurisdiction) of any of the foregoing and all of such property will be held by the Trust free and clear of any Lien except for (i) Liens permitted under subsection 2.05(b), (ii) the interest of the Transferor as Holder of the Transferor Certificate and (iii) the Transferor’s right to receive interest accruing on, and investment earnings in respect of, the Finance Charge Account, the Principal Account or any Series Account, as provided in this Agreement and any related Supplement or (y) a grant of a security interest in favor of the Trustee (as defined in the UCC as in effect in the applicable jurisdiction), in such property to the Trustee, which is enforceable with respect to then existing Receivables in of the Additional Accounts, all monies due or to become due with respect to such Receivables (including all Finance Charge Receivables), all amounts received with respect thereto, all Insurance Proceeds relating to such Receivables and that sale or all proceeds (as defined in the UCC as in effect in the applicable jurisdiction) of any of the foregoing upon the conveyance of such Receivables to the Trustee, and which will be enforceable with respect to the Receivables thereafter created in respect of Additional Accounts conveyed on such Addition Date, all Insurance Proceeds relating to such Receivables and all proceeds (as defined in the UCC as in effect in the applicable jurisdiction) of any of the foregoing upon such creation; and (z) if the Assignment constitutes the grant of a security interest is to the Trustee in such property, upon the filing of the financing statements as described in Section 2.01 with respect to such Additional Accounts, all monies due or to become due with respect to such Receivables (including all Finance Charge Receivables), all amounts received with respect thereto, all Insurance Proceeds relating to such Receivables and all proceeds of any of the foregoing, upon such creation, the Trustee shall have a first priority perfected security interest in such property (subject to Section 9-315(c) of the UCC as in effect in the applicable jurisdiction), except for Liens permitted under the Delaware UCCsubsection 2.05(b); (v) the Transferor shall deliver an Officer's ’s Certificate substantially in the form of Schedule 2 to Exhibit B to the Trustee confirming the items set forth in paragraphs (ii), (iii) and (iv) above; (vi) the Transferor shall deliver an Opinion of Counsel with respect to the Receivables in the Additional Accounts to the Trustee (with a copy to Xxxxx'x, Moody’s and Standard & Poor's and Fitch’s) substantially in the form of Exhibit E; (vii) (A) with respect to accounts in excess of the Maximum Addition Amount and with respect to ParticipationsAmount, the Transferor shall have received notice from Standard & Poor's, Xxxxx'x ’s and Fitch Moody’s that the inclusion of such accounts as Additional Accounts pursuant to subsections 2.06(a) and 2.06(b) or the inclusion of such Participations to be included as property of the Trust pursuant to subsections 2.06(a) and 2.06(b), as the case may be, will not result in the reduction or withdrawal of its then existing rating of any Series of Investor Certificates then issued and outstanding; and (B) with respect to accounts not in excess of the Maximum Addition Amount added during the last quarterly period (such quarterly period beginning on and including the fifteenth day of January, April, July, and October and ending on and excluding the fifteenth day of April, July, October, and January, respectively), if applicable, the Transferor shall have received, to the extent not previously received, not later than twenty days after the relevant quarterly period, notice from Standard & Poor's, Xxxxx'x and Fitch that the inclusion of such accounts as Additional Accounts pursuant to subsections 2.06(a) and subsection 2.06(b) will not result in the reduction or withdrawal of its then existing rating of any Series of Investor Certificates then issued and outstanding; and (viii) if any such transfer of Receivables shall include business cards (as “business card” is customarily defined in the credit card industry), the Transferor shall (x) provide each Rating Agency 30 days' ’ prior notice of the inclusion of any such business cards as Additional Accounts pursuant to subsection 2.06(b)cards, (y) obtain the written consent of each Credit Enhancement Provider, and (z) the Transferor shall have received written confirmation from each Rating Agency that such designation will not result in a downgrade or withdrawal of its then current rating of any outstanding Series of Investor Certificates.

Addition of Accounts. (a) (i) If, (Ai) during any period of thirty consecutive daysMonthly Period, the Transferor Interest averaged over that period is less than the Minimum Transferor Interest (calculated using the Average Principal Receivables for that period such Monthly Period as the aggregate Principal Receivables on the date of determination), the Transferor shall designate additional eligible MasterCard®, VISA® MasterCard or American Express® VISA accounts from the Bank Portfolio ("Additional Accounts") to be included as Accounts in a sufficient amount such that the average of the Transferor Interest as a percentage of the Average Principal Receivables for such 30‑day periodMonthly Period, computed by assuming that the amount of the Average Principal Receivables of such Additional Accounts shall be deemed to be outstanding in the Trust during each day of such 30‑day periodMonthly Period, is at least equal to the Minimum Transferor Interest, or (Bii) on any Record Date the aggregate amount of Principal Receivables in the Trust is less than the Minimum Aggregate Principal Receivables (as adjusted for any Series having a Companion Series as described in the Supplement for such Series)Receivables, the Transferor shall designate Additional Accounts to be included as Accounts in a sufficient amount such that the aggregate amount of Principal Receivables will be equal to or greater than the Minimum Aggregate Principal Receivables. Receivables from such Additional Accounts shall be transferred to the Trustee Trust on or before the tenth Business Day following such thirty‑day period Monthly Period or Record Date; provided, as however, that to the case may be. (ii) In lieu of, or in addition to, designating extent the Transferor designates Additional Accounts pursuant with Principal Receivables substantially in excess of the amount of Principal Receivables required under this subsection 2.06(a), such excess shall be deemed to clause (ibe optional Additional Accounts under subsection 2.06(b) above, the Transferor may, subject below and will be permitted to any applicable conditions specified in paragraph (c) below, convey be so designated solely to the Trustee participations representing undivided interests in a pool of assets primarily consisting of receivables arising under revolving credit card accounts owned extent permitted by the applicable Account Owner or any Affiliate of such Account Owner and collections thereon ("Participations"). The addition of Participations in the Trust pursuant to this paragraph (a) or paragraph (b) below shall be effected by an amendment hereto, dated as of the applicable Addition Date, pursuant to subsection 13.01(a2.06(b). (b) In addition to its obligation under subsection 2.06(a), the Transferor may, but shall not be obligated to, designate from time to time certain Additional Accounts (the "Automatic Additional Accounts") to be included as Accounts, provided that the Transferor shall not make more than one such designation in any one Monthly Period; and provided, further, that such Automatic Additional Accounts shall not exceed the Maximum Addition Amount or Participations to be included as property of include Financial Institutions Accounts unless the Trust, in either case as of Transferor shall have received the applicable Addition Datenotice from the Rating Agencies required by subsection 2.06(c)(vii) below. (c) The Transferor agrees that any such transfer of Receivables from Additional Accounts, under subsection 2.06(a) or (b) shall satisfy the following conditions (to the extent provided below): (i) on or before the fifth Business Day prior to the Addition Date with respect to additions pursuant to subsection 2.06(a) and on or before the tenth Business Day prior to the Addition Date with respect to additions pursuant to subsection 2.06(b) (the "Notice Date"), the Transferor shall give the Trustee, each Rating Agency and the Servicer written notice that such Additional Accounts or Participations will be included, which notice shall specify the approximate aggregate amount of the Receivables to be transferred; (ii) on or before the Addition Date, the Transferor shall have delivered to the Trustee a written assignment (including an acceptance by the Trustee on behalf of the Trust for the benefit of the Investor Certificateholders) in substantially the form of Exhibit B (the "Assignment") and the Transferor shall have indicated direct the Servicer to indicate in its computer files (and to cause FNBO to indicate in its computer files) that the Receivables created in connection with the Additional Accounts have been transferred to the Trust and, within five Business Days thereafter, or as otherwise agreed upon among the Servicer, the Transferor and the Trustee, the Transferor Servicer shall have delivered to the Trustee the updated Account Schedule, which Account Schedule is a computer file or microfiche list containing a true and complete list of all Additional Accounts, identified by account number and the aggregate amount of the Receivables in such Additional Accounts, as of the related Addition Date and Date, which computer file or microfiche list shall be as of the date of such Assignment Assignment, shall be incorporated into and made a part of such Assignment and this Agreement, and shall be subject to the Trustee's confidentiality obligations under Section 2.02 hereof; (iii) the Transferor shall represent and warrant that (xA) with respect to Additional Accounts, each Additional Account is, as of the Addition Date, an Eligible Account, and each existing Receivable in such Additional Account Account, is, as of the Addition Date, an Eligible Receivable, (yB) it has not used any no selection procedures believed by the Transferor to be materially adverse to the interests of the Investor Certificateholders were utilized in selecting the related Additional Accounts, Accounts from the available Eligible Accounts and (zC) as of the Addition Date, the Transferor is not insolvent; (iv) the Transferor shall represent and warrant that, as of the Addition Date, the Assignment constitutes either (xA) a valid sale transfer and assignment to the Trustee Trust of all right, title and interest of the Receivables Transferor in the Additional Accounts, or (y) a grant of a security interest in favor of the Trustee in and to the Receivables then existing and thereafter created in the Additional Accounts, and that sale all proceeds (as defined in the UCC) of such Receivables and Insurance Proceeds relating thereto and such Receivables and all proceeds thereof and Insurance Proceeds relating thereto will be held by the Trust free and clear of any Lien, except for (1) Liens permitted under subsection 2.05(b), (2) the interest of the Transferor as Holder of the Exchangeable Transferor Certificate and (3) the Servicer's right, if any, to receive interest accruing on, and investment earnings in respect of, the Finance Charge Account, the Collection Account, the Principal Account, or any Series Account as provided in this Agreement and any related Supplement or (B) a grant of a first priority security interest (as defined in the UCC) in such property to the Trust, which is perfected under enforceable with respect to then existing Receivables of the Delaware Additional Accounts, the proceeds (as defined in the UCC) thereof and Insurance Proceeds relating thereto upon the conveyance of such Receivables to the Trust, and which will be enforceable with respect to the Receivables thereafter created in respect of Additional Accounts conveyed on such Addition Date, the proceeds (as defined in the UCC) thereof and Insurance Proceeds relating thereto upon such creation; (v) the Transferor shall deliver an Officer's Certificate substantially in the form of Schedule 2 to Exhibit B to the Trustee (with a copy thereof to each Rating Agency) confirming the items set forth in paragraphs paragraph (ii), (iii) and (iv) above; it being understood that the Trustee may conclusively rely on such Officer's Certificate, shall have no duty to make inquiries with regard to the matters set forth therein and shall incur no liability in so relying; (vi) the Transferor shall deliver an Opinion of Counsel with respect to the Receivables in the Additional Accounts to the Trustee (with a copy to Xxxxx'x, Standard & Poor's and Fitchany of the Rating Agencies which shall have requested in writing such copies) substantially in the form of Exhibit E;; and (vii) (A) with respect to accounts Financial Institutions Accounts or Accounts in excess of the Maximum Addition Amount and with respect to ParticipationsAmount, the Transferor shall have received notice from Standard & Poor's, Xxxxx'x and Fitch each Rating Agency that the inclusion of such accounts as Additional Accounts pursuant to subsections 2.06(a) and 2.06(b) or the inclusion of such Participations to be included as property of the Trust pursuant to subsections 2.06(a) and 2.06(b), as the case may be, will not result in the reduction or withdrawal of its then existing rating of any Series of Investor Certificates then issued and outstanding; and (B) with respect to accounts not in excess of the Maximum Addition Amount added during the last quarterly period (such quarterly period beginning on and including the fifteenth day of January, April, July, and October and ending on and excluding the fifteenth day of April, July, October, and January, respectively), if applicable, the Transferor shall have received, to the extent not previously received, not later than twenty days after the relevant quarterly period, notice from Standard & Poor's, Xxxxx'x and Fitch that the inclusion of such accounts as Additional Accounts pursuant to subsections 2.06(a) and subsection 2.06(b) will not result in the reduction or withdrawal of its then existing rating of any Series of Investor Certificates then issued and outstanding; and (viii) the Transferor shall provide each Rating Agency 30 days' prior notice of the inclusion of any business cards as Additional Accounts pursuant to subsection 2.06(b).

Addition of Accounts. (a) (i) If, (A) during any period of thirty consecutive daysMonthly Period, the Transferor Interest averaged over that period is less than the Minimum Transferor Interest (calculated using the Average Principal Receivables for that period such Monthly Period as the aggregate Principal Receivables on the date of determination), the Transferor shall designate additional eligible MasterCard®, VISA® MasterCard or American Express® VISA accounts from the Bank Portfolio ("Additional Accounts") to be included as Accounts in a sufficient amount such that the average of the Transferor Interest as a percentage of the Average Principal Receivables for such 30‑day periodMonthly Period, computed by assuming that the amount of the Average Principal Receivables of such Additional Accounts shall be deemed to be outstanding in the Trust during each day of such 30‑day periodMonthly Period, is at least equal to the Minimum Transferor Interest, or (B) on any Record Date the aggregate amount of Principal Receivables is less than the Minimum Aggregate Principal Receivables (as adjusted for any Series having a Companion Series as described in the Supplement for such Series), the Transferor shall designate Additional Accounts to be included as Accounts in a sufficient amount such that the aggregate amount of Principal Receivables will be equal to or greater than the Minimum Aggregate Principal Receivables. Receivables from such Additional Accounts shall be transferred to the Trustee Trust on or before the tenth Business Day following such thirty‑day period or Record DateMonthly Period; provided, as however, that to the case may be. (ii) In lieu of, or in addition to, designating extent the Transferor designates Additional Accounts pursuant with Principal Receivables substantially in excess of the amount of Principal Receivables required under this subsection 2.06(a), such excess shall be deemed to clause (ibe optional Additional Accounts under subsection 2.06(b) above, the Transferor may, subject below and will be permitted to any applicable conditions specified in paragraph (c) below, convey be so designated solely to the Trustee participations representing undivided interests in a pool of assets primarily consisting of receivables arising under revolving credit card accounts owned extent permitted by the applicable Account Owner or any Affiliate of such Account Owner and collections thereon ("Participations"). The addition of Participations in the Trust pursuant to this paragraph (a) or paragraph (b) below shall be effected by an amendment hereto, dated as of the applicable Addition Date, pursuant to subsection 13.01(a2.06(b). (b) In addition to its obligation under subsection 2.06(a), the Transferor may, but shall not be obligated to, designate from time to time certain Additional Accounts (the "Automatic Additional Accounts") to be included as Accounts, provided that the Transferor shall not make more than one such designation in any one Monthly Period; and provided, further, that such Automatic Additional Accounts shall not exceed the Maximum Addition Amount or Participations to be included as property of include Financial Institutions Accounts unless the Trust, in either case as of Transferor shall have received the applicable Addition Datenotice from the Rating Agencies required by subsection 2.06(c)(vii) below. (c) The Transferor agrees that any such transfer of Receivables from Additional Accounts, under subsection 2.06(a) or (b) shall satisfy the following conditions (to the extent provided below): (i) on or before the fifth Business Day prior to the Addition Date with respect to additions pursuant to subsection 2.06(a) and on or before the tenth Business Day prior to the Addition Date with respect to additions pursuant to subsection 2.06(b) (the "Notice Date"), the Transferor shall give the Trustee, each Rating Agency and the Servicer written notice that such Additional Accounts or Participations will be included, which notice shall specify the approximate aggregate amount of the Receivables to be transferred; (ii) on or before the Addition Date, the Transferor shall have delivered to the Trustee a written assignment (including an acceptance by the Trustee on behalf of the Trust for the benefit of the Investor Certificateholders) in substantially the form of Exhibit B (the "Assignment") and the Transferor shall have indicated direct the Servicer to indicate in its computer files (and to cause FNBO to indicate in its computer files) that the Receivables created in connection with the Additional Accounts have been transferred to the Trust and, within five Business Days thereafter, or as otherwise agreed upon among the Servicer, the Transferor and the Trustee, the Transferor Servicer shall have delivered to the Trustee the updated Account Schedule, which Account Schedule is a computer file or microfiche list containing a true and complete list of all Additional Accounts, identified by account number and the aggregate amount of the Receivables in such Additional Accounts, as of the related Addition Date and Date, which computer file or microfiche list shall be as of the date of such Assignment Assignment, shall be incorporated into and made a part of such Assignment and this Agreement, and shall be subject to the Trustee's confidentiality obligations under Section 2.02 hereof; (iii) the Transferor shall represent and warrant that (xA) with respect to Additional Accounts, each Additional Account is, as of the Addition Date, an Eligible Account, and each existing Receivable in such Additional Account Account, is, as of the Addition Date, an Eligible Receivable, (yB) it has not used any no selection procedures believed by the Transferor to be materially adverse to the interests of the Investor Certificateholders were utilized in selecting the related Additional Accounts, Accounts from the available Eligible Accounts and (zC) as of the Addition Date, the Transferor is not insolvent; (iv) the Transferor shall represent and warrant that, as of the Addition Date, the Assignment constitutes either (xA) a valid sale transfer and assignment to the Trustee Trust of all right, title and interest of the Receivables Transferor in the Additional Accounts, or (y) a grant of a security interest in favor of the Trustee in and to the Receivables then existing and thereafter created in the Additional Accounts, and that sale all proceeds (as defined in the UCC) of such Receivables and Insurance Proceeds relating thereto and such Receivables and all proceeds thereof and Insurance Proceeds relating thereto will be held by the Trust free and clear of any Lien, except for (1) Liens permitted under subsection 2.05(b), (2) the interest of the Transferor as Holder of the Exchangeable Transferor Certificate and (3) the Servicer's right, if any, to receive interest accruing on, and investment earnings in respect of, the Finance Charge Account, the Collection Account, the Principal Account, or any Series Account as provided in this Agreement and any related Supplement or (B) a grant of a first priority security interest (as defined in the UCC) in such property to the Trust, which is perfected under enforceable with respect to then existing Receivables of the Delaware Additional Accounts, the proceeds (as defined in the UCC) thereof and Insurance Proceeds relating thereto upon the conveyance of such Receivables to the Trust, and which will be enforceable with respect to the Receivables thereafter created in respect of Additional Accounts conveyed on such Addition Date, the proceeds (as defined in the UCC) thereof and Insurance Proceeds relating thereto upon such creation; (v) the Transferor shall deliver an Officer's Certificate substantially in the form of Schedule 2 to Exhibit B to the Trustee (with a copy thereof to each Rating Agency) confirming the items set forth in paragraphs paragraph (ii), (iii) and (iv) above; it being understood that the Trustee may conclusively rely on such Officer's Certificate, shall have no duty to make inquiries with regard to the matters set forth therein and shall incur no liability in so relying; (vi) the Transferor shall deliver an Opinion of Counsel with respect to the Receivables in the Additional Accounts to the Trustee (with a copy to Xxxxx'x, Standard & Poor's and Fitchany of the Rating Agencies which shall have requested in writing such copies) substantially in the form of Exhibit E;; and (vii) (A) with respect to accounts Financial Institutions Accounts or Accounts in excess of the Maximum Addition Amount and with respect to ParticipationsAmount, the Transferor shall have received notice from Standard & Poor's, Xxxxx'x and Fitch each Rating Agency that the inclusion of such accounts as Additional Accounts pursuant to subsections 2.06(a) and 2.06(b) or the inclusion of such Participations to be included as property of the Trust pursuant to subsections 2.06(a) and 2.06(b), as the case may be, will not result in the reduction or withdrawal of its then existing rating of any Series of Investor Certificates then issued and outstanding; and (B) with respect to accounts not in excess of the Maximum Addition Amount added during the last quarterly period (such quarterly period beginning on and including the fifteenth day of January, April, July, and October and ending on and excluding the fifteenth day of April, July, October, and January, respectively), if applicable, the Transferor shall have received, to the extent not previously received, not later than twenty days after the relevant quarterly period, notice from Standard & Poor's, Xxxxx'x and Fitch that the inclusion of such accounts as Additional Accounts pursuant to subsections 2.06(a) and subsection 2.06(b) will not result in the reduction or withdrawal of its then existing rating of any Series of Investor Certificates then issued and outstanding; and (viii) the Transferor shall provide each Rating Agency 30 days' prior notice of the inclusion of any business cards as Additional Accounts pursuant to subsection 2.06(b).

Addition of Accounts. (a) (i) If, (Ai) during any period of thirty consecutive daysMonthly Period, the Transferor Interest averaged over that period is less than the Minimum Transferor Interest (calculated using the Average Principal Receivables for that period such Monthly Period as the Aggregate Principal Receivables on the date of determination), Transferor shall designate additional eligible MasterCard®, VISA® MasterCard or American Express® VISA accounts from the Bank Portfolio ("“Additional Accounts"”) to be included as Accounts in a sufficient amount such that the average of the Transferor Interest as a percentage of the Average Principal Receivables for such 30‑day periodMonthly Period, computed by assuming that the amount of the Average Principal Receivables of such Additional Accounts shall be deemed to be outstanding in the Trust during each day of such 30‑day periodMonthly Period, is at least equal to the Minimum Transferor Interest, or (Bii) on any Record Date the aggregate amount of Aggregate Principal Receivables is less than the Minimum Aggregate Principal Receivables (as adjusted for any Series having a Companion Series as described in the Supplement for such Series)Receivables, the Transferor shall designate Additional Accounts to be included as Accounts in a sufficient amount such that the aggregate amount of Aggregate Principal Receivables will be equal to or greater than the Minimum Aggregate Principal Receivables. Receivables from such Additional Accounts shall be transferred to the Trustee Issuer on or before the tenth Business Day following such thirty‑day period or Record DateMonthly Period; provided, as however, that to the case may be. (ii) In lieu of, or in addition to, designating extent Transferor designates Additional Accounts pursuant with Principal Receivables substantially in excess of the amount of Principal Receivables required under this subsection 2.06(a), such excess shall be deemed to clause (ibe optional Additional Accounts under subsection 2.06(b) above, the Transferor may, subject below and will be permitted to any applicable conditions specified in paragraph (c) below, convey be so designated solely to the Trustee participations representing undivided interests in a pool of assets primarily consisting of receivables arising under revolving credit card accounts owned extent permitted by the applicable Account Owner or any Affiliate of such Account Owner and collections thereon ("Participations"). The addition of Participations in the Trust pursuant to this paragraph (a) or paragraph (b) below shall be effected by an amendment hereto, dated as of the applicable Addition Date, pursuant to subsection 13.01(a2.06(b). (b) In addition to its obligation under subsection 2.06(a), the Transferor may, but shall not be obligated to, designate from time to time certain Additional Accounts (the “Automatic Additional Accounts”) to be included as Accounts, provided that Transferor shall not make more than one such designation in any one Monthly Period; and provided, further, that such Automatic Additional Accounts shall not exceed the Maximum Addition Amount or Participations to be included as property of include Financial Institutions Accounts unless Transferor shall have received the Trust, in either case as of notice from the applicable Addition DateRating Agencies required by subsection 2.06(c)(vii) below. (c) The Transferor agrees that any such transfer of Receivables from Additional Accounts, Accounts under subsection 2.06(a) or (b) shall satisfy the following conditions (to the extent provided below): (i) on or before the fifth Business Day prior to the Addition Date with respect to additions pursuant to subsection 2.06(a) and on or before the tenth Business Day prior to the Addition Date with respect to additions pursuant to subsection 2.06(b) (the "“Notice Date"”), the Transferor shall give the Issuer, Indenture Trustee, each Rating Agency and the Servicer written notice that such Additional Accounts or Participations will be included, which notice shall specify the approximate aggregate amount of the Receivables to be transferred; (ii) on or before the Addition Date, the Transferor shall have delivered to the Trustee Indenture Trustee, a written assignment (including an acceptance by the Trustee on behalf of the Trust for the benefit of the Investor CertificateholdersIssuer) in substantially the form of Exhibit B (the "“Assignment"”) and the Transferor shall have indicated direct Servicer to indicate in its computer files (and to cause FNBO to indicate in its computer files) that the Receivables created in connection with the Additional Accounts have been transferred to the Trust Issuer and, within five Business Days thereafter, or as otherwise agreed upon among the Servicer, the Transferor and the Trustee, the Transferor Servicer shall have delivered to the Trustee the updated Account ScheduleIssuer, which Account Schedule is with a copy delivered to Indenture Trustee, a computer file or microfiche list containing a true and complete list of all Additional Accounts, identified by account number and the aggregate amount of the Receivables in such Additional Accounts, as of the related Addition Date and Date, which computer file or microfiche list shall be as of the date of such Assignment Assignment, shall be incorporated into and made a part of such Assignment and this Agreement, and shall be subject to the confidentiality obligations under Section 2.02 hereof; (iii) the Transferor shall represent and warrant that (xA) with respect to Additional Accounts, each Additional Account is, as of the Addition Date, an Eligible Account, and each existing Receivable in such Additional Account Account, is, as of the Addition Date, an Eligible Receivable, (yB) it has not used any no selection procedures believed by the Transferor to be materially adverse to the interests of the Investor Certificateholders Noteholders were utilized in selecting the related Additional Accounts from the available Eligible Accounts (or, in the case of Financial Institutions Accounts, from the available Financial Institutions Accounts constituting Eligible Accounts) and (zC) as of the Addition Date, the Transferor is not insolvent; (iv) the Transferor shall represent and warrant that, as of the Addition Date, the Assignment constitutes either (xA) a valid sale transfer and assignment to Issuer of all right, title and interest of Transferor in and to the Trustee of the Receivables in the Additional Accounts, or (y) a grant of a security interest in favor of the Trustee in the Receivables then existing and thereafter created in the Additional Accounts, and that sale all proceeds (as defined in the UCC) of such Receivables and Insurance Proceeds relating thereto and such Receivables and all proceeds thereof and Insurance Proceeds relating thereto will be held by Issuer free and clear of any Lien, except for (1) Liens permitted under subsection 2.05(b), (2) the interest of the Holder of Transferor Interest and (3) Servicer’s right, if any, to receive interest accruing on, and investment earnings in respect of, the Finance Charge Account, the Collection Account, the Principal Account, or any Series Account as provided in the Indenture and any related Indenture Supplement or (B) a grant of a first priority perfected security interest (as defined in the UCC) in such property to Issuer, which is perfected under enforceable with respect to then existing Receivables of the Delaware Additional Accounts, the proceeds (as defined in the UCC) thereof and Insurance Proceeds relating thereto upon the conveyance of such Receivables to Issuer, and which will be enforceable with respect to the Receivables thereafter created in respect of Additional Accounts conveyed on such Addition Date, the proceeds (as defined in the UCC) thereof and Insurance Proceeds relating thereto upon such creation; (v) the Transferor shall deliver an Officer's ’s Certificate substantially in the form of Schedule 2 to Exhibit B to Issuer and Indenture Trustee (with a copy thereof to each Rating Agency); it being understood that Issuer and Indenture Trustee may conclusively rely on such Officer’s Certificate, shall have no duty to make inquiries with regard to the Trustee confirming the items matters set forth therein and shall incur no liability in paragraphs (ii), (iii) and (iv) aboveso relying; (vi) the Transferor shall deliver an Opinion of Counsel with respect to the Receivables in the Additional Accounts to the Issuer and Indenture Trustee (with a copy to Xxxxx'x, Standard & Poor's and Fitchany of the Rating Agencies which shall have requested in writing such copies) substantially in the form of Exhibit E;G; and (vii) (A) with respect to accounts Financial Institutions Accounts or Accounts in excess of the Maximum Addition Amount and with respect to ParticipationsAmount, the Transferor shall have received notice from Standard & Poor's, Xxxxx'x and Fitch each Rating Agency that the inclusion of such accounts as Additional Accounts pursuant to subsections 2.06(a) and 2.06(b) or the inclusion of such Participations to be included as property of the Trust pursuant to subsections 2.06(a) and 2.06(b), as the case may be, will not result in the reduction or withdrawal of its then existing rating of any Series of Investor Certificates then issued and outstanding; and (B) with respect to accounts not in excess of the Maximum Addition Amount added during the last quarterly period (such quarterly period beginning on and including the fifteenth day of January, April, July, and October and ending on and excluding the fifteenth day of April, July, October, and January, respectively), if applicable, the Transferor shall have received, to the extent not previously received, not later than twenty days after the relevant quarterly period, notice from Standard & Poor's, Xxxxx'x and Fitch that the inclusion of such accounts as Additional Accounts pursuant to subsections 2.06(a) and subsection 2.06(b) will not result in the reduction or withdrawal of its then existing rating of any Series of Investor Certificates Notes then issued and outstanding; and (viii) the Transferor shall provide each Rating Agency 30 days' prior notice of the inclusion of any business cards as Additional Accounts pursuant to subsection 2.06(b).

Addition of Accounts. (a) (i) If, (A) during any period of thirty consecutive days, the Transferor Interest averaged over that period is less than the Minimum Transferor Interest for that period the Transferor shall designate additional eligible MasterCard®, VISA® or American Express® accounts from the Bank Portfolio ("Additional Accounts") to be included as Accounts in a sufficient amount such that the average of the Transferor Interest as a percentage close of business on the Average Principal Receivables for such 30‑day periodlast Business Day of any Monthly Period, computed by assuming that the amount of the Principal Receivables of such Additional Accounts shall be deemed to be outstanding in the Trust during each day of such 30‑day period, is at least equal to the Minimum Transferor Interest, or (B) on any Record Date the aggregate amount of Principal Receivables is less than the Minimum Aggregate Required Principal Balance on such date, the Seller shall on or prior to the close of business on the 10th Business Day following the last Business Day of such Monthly Period (the “Required Designation Date”), unless the aggregate amount of Principal Receivables (exceeds the Required Principal Balance as adjusted for of the close of business on any Series having a Companion Series as described in day after the Supplement for last Business Day of such Series)Monthly Period and prior to the Required Designation Date, the Transferor shall designate Additional additional Eligible Accounts to be included as Accounts as of the Required Designation Date or any earlier date in a sufficient amount such that that, after giving effect to such addition, the aggregate amount of Principal Receivables will be equal to equals or greater than exceeds the Minimum Aggregate Required Principal ReceivablesBalance on such date. Receivables from Each such Additional Accounts addition shall be transferred subject to the Trustee on same conditions applicable to any Addition required to be made pursuant to Section 2.08(a) of the Agreement. The failure of any condition set forth in Section 2.08(c) or before (d) of the tenth Business Day following such thirty‑day period or Record DateAgreement, as the case may be, shall not relieve the Seller of its obligation pursuant to this paragraph; provided, however, that the failure of the Seller to transfer Receivables to the Trust as provided in this paragraph solely as a result of the unavailability of a sufficient amount of Eligible Receivables shall not constitute a breach of this Supplement; provided further that any such failure which has not been timely cured will nevertheless result in the occurrence of a Pay Out Event with respect to Series 2001-1. (ii) In lieu of, or in addition to, designating Additional Accounts pursuant to clause (i) above, the Transferor Seller may, subject to any applicable the conditions specified in paragraph (cSection 2.08(d) belowof the Agreement, convey to the Trustee participations representing undivided interests in a pool of assets primarily consisting of receivables arising under revolving credit card accounts owned by the applicable Account Owner or any Affiliate of such Account Owner and collections thereon ("Participations")Trust Participation Interests. The addition of Participations Participation Interests in the Trust pursuant to this paragraph (a) or paragraph (b) below shall be effected by an amendment heretoto the Agreement and this Supplement, dated as of the applicable Addition Date, pursuant to subsection Section 13.01(a). (b) In addition to its obligation under subsection 2.06(a), the Transferor may, but shall not be obligated to, designate from time to time Additional Accounts to be included as Accounts or Participations to be included as property of the Trust, in either case as of the applicable Addition DateAgreement. (c) The Transferor agrees that any such transfer of Receivables from Additional Accounts, under subsection 2.06(a) or (b) shall satisfy the following conditions (to the extent provided below): (i) on or before the fifth Business Day prior to the Addition Date with respect to additions pursuant to subsection 2.06(a) and on or before the tenth Business Day prior to the Addition Date with respect to additions pursuant to subsection 2.06(b) (the "Notice Date"), the Transferor shall give the Trustee, each Rating Agency and the Servicer written notice that such Additional Accounts or Participations will be included, which notice shall specify the approximate aggregate amount of the Receivables to be transferred; (ii) on or before the Addition Date, the Transferor shall have delivered to the Trustee a written assignment (including an acceptance by the Trustee on behalf of the Trust for the benefit of the Investor Certificateholders) in substantially the form of Exhibit B (the "Assignment") and the Transferor shall have indicated in its computer files that the Receivables created in connection with the Additional Accounts have been transferred to the Trust and, within five Business Days thereafter, or as otherwise agreed upon among the Servicer, the Transferor and the Trustee, the Transferor shall have delivered to the Trustee the updated Account Schedule, which Account Schedule is true and complete as of the related Addition Date and which shall be as of the date of such Assignment incorporated into and made a part of such Assignment and this Agreement; (iii) the Transferor shall represent and warrant that (x) with respect to Additional Accounts, each Additional Account is, as of the Addition Date, an Eligible Account, and each existing Receivable in such Additional Account is, as of the Addition Date, an Eligible Receivable, (y) it has not used any selection procedures believed by the Transferor to be materially adverse to the interests of the Investor Certificateholders in selecting the related Additional Accounts, and (z) as of the Addition Date, the Transferor is not insolvent; (iv) the Transferor shall represent and warrant that, as of the Addition Date, the Assignment constitutes either (x) a valid sale to the Trustee of the Receivables in the Additional Accounts, or (y) a grant of a security interest in favor of the Trustee in the Receivables in the Additional Accounts, and that sale or security interest is perfected under the Delaware UCC; (v) the Transferor shall deliver an Officer's Certificate substantially in the form of Schedule 2 to Exhibit B to the Trustee confirming the items set forth in paragraphs (ii), (iii) and (iv) above; (vi) the Transferor shall deliver an Opinion of Counsel with respect to the Receivables in the Additional Accounts to the Trustee (with a copy to Xxxxx'x, Standard & Poor's and Fitch) substantially in the form of Exhibit E; (vii) (A) with respect to accounts in excess of the Maximum Addition Amount and with respect to Participations, the Transferor shall have received notice from Standard & Poor's, Xxxxx'x and Fitch that the inclusion of such accounts as Additional Accounts pursuant to subsections 2.06(a) and 2.06(b) or the inclusion of such Participations to be included as property of the Trust pursuant to subsections 2.06(a) and 2.06(b), as the case may be, will not result in the reduction or withdrawal of its then existing rating of any Series of Investor Certificates then issued and outstanding; and (B) with respect to accounts not in excess of the Maximum Addition Amount added during the last quarterly period (such quarterly period beginning on and including the fifteenth day of January, April, July, and October and ending on and excluding the fifteenth day of April, July, October, and January, respectively), if applicable, the Transferor shall have received, to the extent not previously received, not later than twenty days after the relevant quarterly period, notice from Standard & Poor's, Xxxxx'x and Fitch that the inclusion of such accounts as Additional Accounts pursuant to subsections 2.06(a) and 2.06(b) will not result in the reduction or withdrawal of its then existing rating of any Series of Investor Certificates then issued and outstanding; and (viii) the Transferor shall provide each Rating Agency 30 days' prior notice of the inclusion of any business cards as Additional Accounts pursuant to subsection 2.06(b).

Addition of Accounts. (a) (i) If, (A) during any period of thirty consecutive days, the Transferor Interest averaged over that period is less than the Minimum Transferor Interest for that period the Transferor shall designate additional eligible MasterCard®, VISA® or American Express® accounts from the Bank Portfolio ("Additional Accounts") to be included as Accounts in a sufficient amount such that the average of the Transferor Interest as a percentage close of business on the Average Principal Receivables for such 30‑day periodlast Business Day of any Monthly Period, computed by assuming that the amount of the Principal Receivables of such Additional Accounts shall be deemed to be outstanding in the Trust during each day of such 30‑day period, is at least equal to the Minimum Transferor Interest, or (B) on any Record Date the aggregate amount of Principal Receivables is less than the Minimum Aggregate Required Principal Balance on such date, the Seller shall on or prior to the close of business on the 10th Business Day following the last Business Day of such Monthly Period (the "Required Designation Date"), unless the aggregate amount of Principal Receivables (exceeds the Required Principal Balance as adjusted for of the close of business on any Series having a Companion Series as described in day after the Supplement for last Business Day of such Series)Monthly Period and prior to the Required Designation Date, the Transferor shall designate Additional additional Eligible Accounts to be included as Accounts as of the Required Designation Date or any earlier date in a sufficient amount such that that, after giving effect to such addition, the aggregate amount of Principal Receivables will be equal to equals or greater than exceeds the Minimum Aggregate Required Principal ReceivablesBalance on such date. Receivables from Each such Additional Accounts addition shall be transferred subject to the Trustee on same conditions applicable to any Addition required to be made pursuant to Section 2.08(a) of the Agreement. The failure of any condition set forth in Section 2.08(c) or before (d) of the tenth Business Day following such thirty‑day period or Record DateAgreement, as the case may be, shall not relieve the Seller of its obligation pursuant to this paragraph; provided, however, that the failure of the Seller to transfer Receivables to the Trust as provided in this paragraph solely as a result of the unavailability of a sufficient amount of Eligible Receivables shall not constitute a breach of this Supplement; provided further that any such failure which has not been timely cured will nevertheless result in the occurrence of a Pay Out Event with respect to Series 2000-4. (ii) In lieu of, or in addition to, designating Additional Accounts pursuant to clause (i) above, the Transferor Seller may, subject to any applicable the conditions specified in paragraph (cSection 2.08(d) belowof the Agreement, convey to the Trustee participations representing undivided interests in a pool of assets primarily consisting of receivables arising under revolving credit card accounts owned by the applicable Account Owner or any Affiliate of such Account Owner and collections thereon ("Participations")Trust Participation Interests. The addition of Participations Participation Interests in the Trust pursuant to this paragraph (a) or paragraph (b) below shall be effected by an amendment heretoto the Agreement and this Supplement, dated as of the applicable Addition Date, pursuant to subsection Section 13.01(a). (b) In addition to its obligation under subsection 2.06(a), the Transferor may, but shall not be obligated to, designate from time to time Additional Accounts to be included as Accounts or Participations to be included as property of the Trust, in either case as of the applicable Addition DateAgreement. (c) The Transferor agrees that any such transfer of Receivables from Additional Accounts, under subsection 2.06(a) or (b) shall satisfy the following conditions (to the extent provided below): (i) on or before the fifth Business Day prior to the Addition Date with respect to additions pursuant to subsection 2.06(a) and on or before the tenth Business Day prior to the Addition Date with respect to additions pursuant to subsection 2.06(b) (the "Notice Date"), the Transferor shall give the Trustee, each Rating Agency and the Servicer written notice that such Additional Accounts or Participations will be included, which notice shall specify the approximate aggregate amount of the Receivables to be transferred; (ii) on or before the Addition Date, the Transferor shall have delivered to the Trustee a written assignment (including an acceptance by the Trustee on behalf of the Trust for the benefit of the Investor Certificateholders) in substantially the form of Exhibit B (the "Assignment") and the Transferor shall have indicated in its computer files that the Receivables created in connection with the Additional Accounts have been transferred to the Trust and, within five Business Days thereafter, or as otherwise agreed upon among the Servicer, the Transferor and the Trustee, the Transferor shall have delivered to the Trustee the updated Account Schedule, which Account Schedule is true and complete as of the related Addition Date and which shall be as of the date of such Assignment incorporated into and made a part of such Assignment and this Agreement; (iii) the Transferor shall represent and warrant that (x) with respect to Additional Accounts, each Additional Account is, as of the Addition Date, an Eligible Account, and each existing Receivable in such Additional Account is, as of the Addition Date, an Eligible Receivable, (y) it has not used any selection procedures believed by the Transferor to be materially adverse to the interests of the Investor Certificateholders in selecting the related Additional Accounts, and (z) as of the Addition Date, the Transferor is not insolvent; (iv) the Transferor shall represent and warrant that, as of the Addition Date, the Assignment constitutes either (x) a valid sale to the Trustee of the Receivables in the Additional Accounts, or (y) a grant of a security interest in favor of the Trustee in the Receivables in the Additional Accounts, and that sale or security interest is perfected under the Delaware UCC; (v) the Transferor shall deliver an Officer's Certificate substantially in the form of Schedule 2 to Exhibit B to the Trustee confirming the items set forth in paragraphs (ii), (iii) and (iv) above; (vi) the Transferor shall deliver an Opinion of Counsel with respect to the Receivables in the Additional Accounts to the Trustee (with a copy to Xxxxx'x, Standard & Poor's and Fitch) substantially in the form of Exhibit E; (vii) (A) with respect to accounts in excess of the Maximum Addition Amount and with respect to Participations, the Transferor shall have received notice from Standard & Poor's, Xxxxx'x and Fitch that the inclusion of such accounts as Additional Accounts pursuant to subsections 2.06(a) and 2.06(b) or the inclusion of such Participations to be included as property of the Trust pursuant to subsections 2.06(a) and 2.06(b), as the case may be, will not result in the reduction or withdrawal of its then existing rating of any Series of Investor Certificates then issued and outstanding; and (B) with respect to accounts not in excess of the Maximum Addition Amount added during the last quarterly period (such quarterly period beginning on and including the fifteenth day of January, April, July, and October and ending on and excluding the fifteenth day of April, July, October, and January, respectively), if applicable, the Transferor shall have received, to the extent not previously received, not later than twenty days after the relevant quarterly period, notice from Standard & Poor's, Xxxxx'x and Fitch that the inclusion of such accounts as Additional Accounts pursuant to subsections 2.06(a) and 2.06(b) will not result in the reduction or withdrawal of its then existing rating of any Series of Investor Certificates then issued and outstanding; and (viii) the Transferor shall provide each Rating Agency 30 days' prior notice of the inclusion of any business cards as Additional Accounts pursuant to subsection 2.06(b).