Additional Allocations. Notwithstanding the foregoing provisions of this Section 4.7, (i) provided the Series 2010-1 Rapid Amortization Period has not commenced, amounts allocated to the Series 2010-1 Excess Funding Account in excess of the Series 2010-1 Cash Liquidity Amount, if any, and the Substitute Group V Exchanged Vehicle Proceeds Amount, if any, and that are not allocated to making payments under the Series 2010-1 Notes pursuant hereto may, as and to the extent permitted in the related Supplements, be used to pay the principal amount of other Group V Series of Notes that are then in amortization and, after such payment, any remaining funds may, at RCFC’s option, be (A) used to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease or (B) transferred, on any Payment Date, to the Retained Distribution Account, to the extent that the Retained Interest Amount equals or exceeds zero after giving effect to such payment and so long as no Series 2010-1 Enhancement Deficiency or Asset Amount Deficiency exists or would result therefrom; provided, however, that funds remaining after the application of such funds to the payment of the principal amount of other Group V Series of Notes that are in amortization and to the financing, refinancing or acquisition of Group V Vehicles may be transferred to the Retained Distribution Account on a day other than a Payment Date if the Master Servicer furnishes to the Trustee an Officer’s Certificate to the effect that such transfer will not cause any of the foregoing deficiencies to occur either on the date that such transfer is made or, in the reasonable anticipation of the Master Servicer, on the next Payment Date. Funds in the Retained Distribution Account shall, at the option of DTAG, be available to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease to pay the Net Book Value of Vehicles being tendered for exchange of like-kind property into the Group V Collection Account, or for distribution to the Retained Interestholder (including any advances made under the Demand Note or otherwise); (ii) in the event that the Master Servicer is not DTAG or an Affiliate of DTAG, the Master Servicer shall not be entitled to withhold any amounts pursuant to Section 4.2(c) and the Trustee shall deposit amounts payable to DTAG in its capacity as the Master Servicer in the Group V Collection Account pursuant to the provisions of Section 4.2 on each Series 2010-1 Deposit Date; (iii) any amounts withheld by the Master Servicer and not deposited in the Group V Collection Account pursuant to Section 4.2(c) shall be deemed to be deposited in the Group V Collection Account on the date such amounts are withheld for purposes of determining the amounts to be allocated pursuant to this Section 4.7; (iv) if there is more than one Series of Group V Series of Notes outstanding, then Sections 4.7(a)(i)(5), 4.7(b)(i)(5) and 4.7(c)(i)(3) above shall not be duplicative with any similar provisions contained in any other Supplement and the Retained Interestholder shall only be paid such amount once with respect to any Payment Date; and (v) RCFC may, from time to time in its discretion, but with the consent of the Master Servicer (or, if DTAG is not the Master Servicer, with the consent of the Retained Interestholder) increase the Series 2010-1 Available Subordinated Amount by (a) (i) allocating to the Series 2010-1 Available Subordinated Amount Eligible Vehicles theretofore allocated to the Retained Interest and (ii) delivering to the Trustee an Officer’s Certificate affirming with respect to such Vehicles the representations and warranties set forth in Section 6.13 of the Base Indenture (and an Opinion of Counsel to the same effect) or (b) (i) depositing funds into the Series 2010-1 Excess Funding Account by transfer from the Retained Distribution Account or otherwise, and (ii) delivering to the Master Servicer and the Trustee an Officer’s Certificate setting forth the amount of such funds and stating that such funds shall be allocated to the Series 2010-1 Available Subordinated Amount; provided, however, that RCFC shall have no obligation to so increase the Series 2010-1 Available Subordinated Amount at any time; (vi) if, on any Payment Date during the Series 2010-1 Revolving Period, a Mandatory Decrease shall be required under Section 4A.3(a) of this Supplement and the amounts allocated to the Series 2010-1 Invested Amount under Section 4.7(a)(i)(2) are less than the amount of such required Decrease, then, in such event, any funds (A) on deposit in the Group V Collection Account that are allocable to the Retained Interest Amount or (B) on deposit in the Excess Funding Accounts for other Group V Series of Notes issued and outstanding under the Indenture which amounts are in excess of the amounts necessary to be on deposit in each such excess funding account in order that (x) no Asset Amount Deficiency shall occur, (y) no shortfall in the required level of enhancement for each such Group V Series of Notes shall occur, including any portion of such enhancement that is required to be in liquid funds, and (z) no Amortization Event or Potential Amortization Event for any such series shall occur (such amounts as are set forth in clauses (A) and (B) of this subparagraph (vi) being referred to herein as “Excess Amounts”) shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.7(a), to reduce the Series 2010-1 Invested Amount; (vii) if, on any Payment Date during the Series 2010-1 Controlled Amortization Period, the amount allocated under Section 4.7(b)(i)(4) is insufficient to pay the Series 2010-1 Controlled Amortization Amount with respect to such Payment Date in full, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(ii)(2) to pay the remaining balance of the Series 2010-1 Controlled Amortization Amount for such Payment Date; (viii) if, on any Payment Date during the Series 2010-1 Rapid Amortization Period, the amount allocated under Section 4.7(c)(i)(2) is insufficient to reduce the Series 2010-1 Invested Amount to zero, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(iii) to reduce the Series 2010-1 Invested Amount; (ix) if an Insolvency Period has not commenced, amounts on deposit in the Series 2010-1 Cash Liquidity Account in excess of the Series 2010-1 Minimum Liquidity Amount on any Series 2010-1 Deposit Date may on such Series 2010-1 Deposit Date be withdrawn at the discretion of the Master Servicer from the Series 2010-1 Cash Liquidity Account and deposited into the Series 2010-1 Excess Funding Account; and (x) if an Insolvency Period has commenced, amounts on deposit in the Series 2010-1 Cash Liquidity Account will be available to be transferred by the Trustee to the distribution accounts for application pursuant to Sections 4.8 and 4.9 hereof, as applicable.
Appears in 2 contracts
Samples: Rental Car Asset Backed Variable Funding Notes, Series 2010 1 (Dollar Thrifty Automotive Group Inc), Rental Car Asset Backed Variable Funding Notes, Series 2010 1 (Dollar Thrifty Automotive Group Inc)
Additional Allocations. Notwithstanding the foregoing provisions of this Section 4.7,
(i) provided the Series 20101998-1 Rapid Amortization Period has not commenced, amounts allocated to the Series 20101998-1 Excess Funding Account in excess of the Series 2010-1 Cash Liquidity Amount, if any, and the Substitute Group V Exchanged Vehicle Proceeds Amount, if any, and that are not allocated required to making make payments under the Series 20101998-1 Notes pursuant hereto may, as and to the extent permitted in the related Supplements, be used to pay the principal amount of other Group V II Series of Notes that are then in amortization and, after such payment, any remaining funds may, at RCFC’s 's option, be (Ai) used to finance, refinance finance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease or (Bii) transferred, on any Payment Date, to the Retained Distribution Account, to the extent that the Retained Interest Amount equals or exceeds zero after giving effect to such payment and so long as no Series 20101998-1 Enhancement Deficiency or Asset Amount Deficiency exists or would result therefrom; provided, however, that funds remaining after the application of such funds to the payment of the principal amount of other Group V II Series of Notes that are in amortization and to the financing, refinancing financing or acquisition of Group V II Vehicles may be transferred to the Retained Distribution Account on a day other than a Payment Date if the Master Servicer furnishes to the Trustee an Officer’s 's Certificate to the effect that such transfer will not cause any of the foregoing deficiencies to occur either on the date that such transfer is made or, in the reasonable anticipation of the Master Servicer, on the next Payment Date. Funds in the Retained Distribution Account shall, at the option of DTAGRCFC, be available to finance, refinance finance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease to pay the Net Book Value of Vehicles being tendered for exchange of like-kind property into the Group V Collection AccountLease, or for distribution to the Retained Interestholder (including any advances made under the Demand Note or otherwiseNote);
(ii) in the event that the Master Servicer is not DTAG or an Affiliate of DTAG, the Master Servicer shall not be entitled to withhold any amounts pursuant to Section 4.2(c) and the Trustee shall deposit amounts payable to DTAG in its capacity as the Master Servicer in the Group V Collection Account pursuant to the provisions of Section 4.2 on each Series 20101998-1 Deposit Date;
(iii) any amounts withheld by the Master Servicer and not deposited in the Group V Collection Account pursuant to Section 4.2(c) shall be deemed to be deposited in the Group V Collection Account on the date such amounts are withheld for purposes of determining the amounts to be allocated pursuant to this Section 4.7;
(iv) if there is more than one Series of Group V II Series of Notes outstanding, then Sections 4.7(a)(i)(5), 4.7(b)(i)(54.7(b)(i)(3) and 4.7(c)(i)(3) above shall not be duplicative with any similar provisions contained in any other Supplement and the Retained Interestholder shall only be paid such amount once with respect to any Payment Date; and
(v) RCFC may, from time to time in its discretion, but with the consent of the Master Servicer (or, if DTAG is not the Master Servicer, with the consent of the Retained Interestholder) increase the Series 2010-1 Available Subordinated Amount by (a) (i) allocating to the Series 2010-1 Available Subordinated Amount Eligible Vehicles theretofore allocated to the Retained Interest and (ii) delivering to the Trustee an Officer’s Certificate affirming with respect to such Vehicles the representations and warranties set forth in Section 6.13 of the Base Indenture (and an Opinion of Counsel to the same effect) or (b) (i) depositing funds into the Series 2010-1 Excess Funding Account by transfer from the Retained Distribution Account or otherwise, and (ii) delivering to the Master Servicer and the Trustee an Officer’s Certificate setting forth the amount of such funds and stating that such funds shall be allocated to the Series 2010-1 Available Subordinated Amount; provided, however, that RCFC shall have no obligation to so increase the Series 2010-1 Available Subordinated Amount at any time;
(vi) if, on any Payment Date during the Series 2010-1 Revolving Period, a Mandatory Decrease shall be required under Section 4A.3(a) of this Supplement and the amounts allocated to the Series 2010-1 Invested Amount under Section 4.7(a)(i)(2) are less than the amount of such required Decrease, then, in such event, any funds (A) on deposit in the Group V Collection Account that are allocable to the Retained Interest Amount or (B) on deposit in the Excess Funding Accounts for other Group V Series of Notes issued and outstanding under the Indenture which amounts are in excess of the amounts necessary to be on deposit in each such excess funding account in order that (x) no Asset Amount Deficiency shall occur, (y) no shortfall in the required level of enhancement for each such Group V Series of Notes shall occur, including any portion of such enhancement that is required to be in liquid funds, and (z) no Amortization Event or Potential Amortization Event for any such series shall occur (such amounts as are set forth in clauses (A) and (B) of this subparagraph (vi) being referred to herein as “Excess Amounts”) shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.7(a), to reduce the Series 2010-1 Invested Amount;
(vii) if, on any Payment Date during the Series 2010-1 Controlled Amortization Period, the amount allocated under Section 4.7(b)(i)(4) is insufficient to pay the Series 2010-1 Controlled Amortization Amount with respect to such Payment Date in full, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(ii)(2) to pay the remaining balance of the Series 2010-1 Controlled Amortization Amount for such Payment Date;
(viii) if, on any Payment Date during the Series 2010-1 Rapid Amortization Period, the amount allocated under Section 4.7(c)(i)(2) is insufficient to reduce the Series 2010-1 Invested Amount to zero, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(iii) to reduce the Series 2010-1 Invested Amount;
(ix) if an Insolvency Period has not commenced, amounts on deposit in the Series 2010-1 Cash Liquidity Account in excess of the Series 2010-1 Minimum Liquidity Amount on any Series 2010-1 Deposit Date may on such Series 2010-1 Deposit Date be withdrawn at the discretion of the Master Servicer from the Series 2010-1 Cash Liquidity Account and deposited into the Series 2010-1 Excess Funding Account; and
(x) if an Insolvency Period has commenced, amounts on deposit in the Series 2010-1 Cash Liquidity Account will be available to be transferred by the Trustee to the distribution accounts for application pursuant to Sections 4.8 and 4.9 hereof, as applicable.not
Appears in 1 contract
Samples: Supplement to Base Indenture (Dollar Thrifty Automotive Group Inc)
Additional Allocations. Notwithstanding the foregoing provisions of this Section 4.7,
(i) provided the Series 20102002-1 Rapid Amortization Period has not commenced, amounts allocated to the Series 20102002-1 Excess Funding Account in excess of the Series 2010-1 Cash Liquidity Amount, if any, and the Substitute Group V III Exchanged Vehicle Proceeds Amount, if any, and that are not allocated to making payments under the Series 20102002-1 Notes or other amounts pursuant hereto to this Article IV, may, at the discretion of RCFC and as and to the extent permitted in the related Series Supplements, be used to pay the principal amount of other Group V III Series of Notes that are then in amortization and, after such payment, any such remaining funds after making any such principal payments, may, at RCFC’s 's option, be (Ai) used to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease Lease, or (Bii) transferred, on any Payment Date, to the Retained Distribution Account, to the extent that the Retained Interest Amount equals or exceeds zero after giving effect to such payment and so long as no Series 20102002-1 Enhancement Deficiency or Asset Amount Deficiency exists or would result therefrom; provided, however, that funds remaining after the application of such funds to the payment of the principal amount of other Group V III Series of Notes that are in amortization and to the financing, refinancing or acquisition of Group V III Vehicles may be transferred to the Retained Distribution Account on a day other than a Payment Date if the Master Servicer furnishes to the Trustee an Officer’s 's Certificate to the effect that such transfer will not cause any of the foregoing deficiencies to occur either on the date that such transfer is made or, in the reasonable anticipation of the Master Servicer, on the next Payment Date. Funds in the Retained Distribution Account shall, at the option of DTAGRCFC, be available to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease Lease, to pay the Net Book Value of Vehicles being tendered for exchange of like-kind property into the Group V III Collection Account, or for distribution to the Retained Interestholder (including any advances made under the Demand Note or otherwise);
(ii) in the event that the Master Servicer is not DTAG or an Affiliate of DTAG, the Master Servicer shall not be entitled to withhold any amounts pursuant to Section 4.2(c) and the Trustee shall deposit amounts payable to DTAG in its capacity as the Master Servicer in the Group V III Collection Account pursuant to the provisions of Section 4.2 on each Series 20102002-1 Deposit Date;
(iii) any amounts withheld by the Master Servicer and not deposited in the Group V Collection Account pursuant to Section 4.2(c) shall be deemed to be deposited in the Group V Collection Account on the date such amounts are withheld for purposes of determining the amounts to be allocated pursuant to this Section 4.7;
(iv) if there is more than one Series of Group V III Series of Notes outstanding, then Sections 4.7(a)(i)(54.7(a)(i)(C), 4.7(b)(i)(54.7(b)(i)(C) and 4.7(c)(i)(34.7(c)(i)(C) above shall not be duplicative with any similar provisions contained in any other Supplement and the Retained Interestholder shall only be paid such amount once with respect to any Payment Date; and;
(v) RCFC may, from time to time in its sole discretion, but with the consent of the Master Servicer (or, if DTAG is not the Master Servicer, with the consent of the Retained Interestholder) increase the Series 20102002-1 Available Subordinated Amount by (a) (i) allocating to the Series 20102002-1 Available Subordinated Amount Eligible Vehicles theretofore allocated to the Retained Interest and (ii) delivering to the Trustee an Officer’s 's Certificate affirming with respect to such Vehicles the representations and warranties set forth in Section 6.13 6.14 of the Base Indenture (and an Opinion of Counsel to the same effect) or (b) (i) depositing funds into the Series 20102002-1 Excess Funding Account by transfer from the Retained Distribution Account or otherwise, and (ii) delivering to the Master Servicer and the Trustee an Officer’s 's Certificate setting forth the amount of such funds and stating that such funds shall be allocated to the Series 20102002-1 Available Subordinated Amount; provided, however, that (x) RCFC shall have no obligation to so increase the Series 20102002-1 Available Subordinated Amount at any time;
time and (viy) if, on any Payment Date during RCFC may not increase the Series 20102002-1 Revolving Period, a Mandatory Decrease shall be required under Section 4A.3(a) of this Supplement and the amounts allocated to the Series 2010-1 Invested Available Subordinated Amount under Section 4.7(a)(i)(2) are less than at any time if the amount of such required Decreaseincrease, thentogether with the sum of the amounts of all prior increases, in if any, of the Series 2002-1 Available Subordinated Amount would exceed the applicable Series 2002-1 Available Subordinated Amount Maximum Increase, excluding from such event, calculation any funds (A) on deposit increase in the Series 2002-1 Available Subordinated Amount
(1) through Recoveries or from funds constituting repayments of principal under the Demand Note, or (2) relating to an increase in any component of the Minimum Enhancement Amount that results from (a) an increase in the ratio of Group V III Vehicles that are Non-Program Vehicles to all Group III Vehicles, (b) a reduction in the aggregate amount of cash and Permitted Investments in the Collection Account and the Master Collateral Account that are allocable to the Retained Interest Amount Group III Series of Notes, or (Bc) on deposit a decrease in the Excess Funding Accounts for other Group V Series of Notes issued and outstanding under the Indenture which amounts are in excess of the amounts necessary to be on deposit in each such excess funding account in order that (x) no Asset Amount Deficiency shall occur, (y) no shortfall in the required level of enhancement for each such Group V Series of Notes shall occur, including any portion of such enhancement that is required to be in liquid funds, and (z) no Amortization Event or Potential Amortization Event for any such series shall occur (such amounts as are set forth in clauses (A) and (B) of this subparagraph Market Value Adjustment Percentage;
(vi) being referred to herein as “Excess Amounts”) shall, in each such case, be deposited into provided that the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.7(a), to reduce the Series 2010-1 Invested Amount;
(vii) if, on any Payment Date during the Series 2010-1 Controlled Amortization Period, the amount allocated under Section 4.7(b)(i)(4) is insufficient to pay the Series 2010-1 Controlled Amortization Amount with respect to such Payment Date in full, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(ii)(2) to pay the remaining balance of the Series 2010-1 Controlled Amortization Amount for such Payment Date;
(viii) if, on any Payment Date during the Series 2010-1 Rapid Amortization Period, the amount allocated under Section 4.7(c)(i)(2) is insufficient to reduce the Series 2010-1 Invested Amount to zero, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(iii) to reduce the Series 2010-1 Invested Amount;
(ix) if an Insolvency Period has not commenced, amounts on deposit in the Series 20102002-1 Cash Liquidity Account in excess of the Series 2010-1 Minimum Liquidity Amount on any Series 20102002-1 Deposit Date may on such Series 20102002-1 Deposit Date be withdrawn at the discretion of the Master Servicer from the Series 20102002-1 Cash Liquidity Account and deposited into the Series 20102002-1 Excess Funding Account; and
(xvii) if an the Insolvency Period has commenced, amounts on deposit in the Series 20102002-1 Cash Liquidity Account will be available to be transferred by the Trustee to the distribution accounts for application pursuant to Sections 4.8 and 4.9 hereof, hereof as applicable.
Appears in 1 contract
Samples: Series Supplement (Dollar Thrifty Automotive Group Inc)
Additional Allocations. Notwithstanding the foregoing provisions of this Section 4.7,
(i) provided the Series 20102001-1 Rapid Amortization Period has not commenced, amounts allocated to the Series 20102001-1 Excess Funding Account in excess of the Series 2010-1 Cash Liquidity Amount, if any, and the Substitute Group V Exchanged Vehicle Proceeds Amount, if any, and that are not allocated to making payments under the Series 20102001-1 Notes or other amounts pursuant hereto to this Article IV, may, at the discretion of RCFC and as and to the extent permitted in the related Series Supplements, be used to pay the principal amount of other Group V III Series of Notes that are then in amortization and, after such payment, any such remaining funds after making any such principal payments, may, at RCFC’s 's option, be (Ai) used to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease Lease, or (Bii) transferred, on any Payment Date, to the Retained Distribution Account, to the extent that the Retained Interest Amount equals or exceeds zero after giving effect to such payment and so long as no Series 20102001-1 Enhancement Deficiency or Asset Amount Deficiency exists or would result therefrom; provided, however, that funds remaining after the application of such funds to the payment of the principal amount of other Group V III Series of Notes that are in amortization and to the financing, refinancing or acquisition of Group V III Vehicles may be transferred to the Retained Distribution Account on a day other than a Payment Date if the Master Servicer furnishes to the Trustee an Officer’s 's Certificate to the effect that such transfer will not cause any of the foregoing deficiencies to occur either on the date that such transfer is made or, in the reasonable anticipation of the Master Servicer, on the next Payment Date. Funds in the Retained Distribution Account shall, at the option of DTAGRCFC, be available to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease Lease, to pay the Net Book Value of Vehicles being tendered for exchange of like-kind property into the Group V III Collection Account, or for distribution to the Retained Interestholder (including any advances made under the Demand Note or otherwise);
(ii) in the event that the Master Servicer is not DTAG or an Affiliate of DTAG, the Master Servicer shall not be entitled to withhold any amounts pursuant to Section 4.2(c) and the Trustee shall deposit amounts payable to DTAG in its capacity as the Master Servicer in the Group V Collection Account pursuant to the provisions of Section 4.2 on each Series 20102001-1 Deposit Date;
(iii) any amounts withheld by the Master Servicer and not deposited in the Group V Collection Account pursuant to Section 4.2(c) shall be deemed to be deposited in the Group V Collection Account on the date such amounts are withheld for purposes of determining the amounts to be allocated pursuant to this Section 4.7;
(iv) if there is more than one Series of Group V III Series of Notes outstanding, then Sections 4.7(a)(i)(54.7(a)(i)(C), 4.7(b)(i)(54.7(b)(i)(C) and 4.7(c)(i)(34.7(c)(i)(C) above shall not be duplicative with any similar provisions contained in any other Supplement and the Retained Interestholder shall only be paid such amount once with respect to any Payment Date; and;
(v) RCFC may, from time to time in its sole discretion, but with the consent of the Master Servicer (or, if DTAG is not the Master Servicer, with the consent of the Retained Interestholder) increase the Series 20102001-1 Available Subordinated Amount by (a) (i) allocating to the Series 20102001-1 Available Subordinated Amount Eligible Vehicles theretofore allocated to the Retained Interest and (ii) delivering to the Trustee an Officer’s 's Certificate affirming with respect to such Vehicles the representations and warranties set forth in Section 6.13 6.14 of the Base Indenture (and an Opinion of Counsel to the same effect) or (b) (i) depositing funds into the Series 20102001-1 Excess Funding Account by transfer from the Retained Distribution Account or otherwise, and (ii) delivering to the Master Servicer and the Trustee an Officer’s 's Certificate setting forth the amount of such funds and stating that such funds shall be allocated to the Series 20102001-1 Available Subordinated Amount; provided, however, that (x) RCFC shall have no obligation to so increase the Series 20102001-1 Available Subordinated Amount at any time;
time and (viy) if, on any Payment Date during RCFC may not increase the Series 20102001-1 Revolving Period, a Mandatory Decrease shall be required under Section 4A.3(a) of this Supplement and the amounts allocated to the Series 2010-1 Invested Available Subordinated Amount under Section 4.7(a)(i)(2) are less than at any time if the amount of such required Decreaseincrease, thentogether with the sum of the amounts of all prior increases, in if any, of the Series 2001-1 Available Subordinated Amount would exceed the applicable Series 2001-1 Available Subordinated Amount Maximum Increase, excluding from such event, calculation any funds (A) on deposit increase in the Series 2001-1 Available Subordinated Amount (1) through Recoveries or from funds constituting repayments of principal under the Demand Note, or (2) relating to an increase in any component of the Minimum Enhancement Amount that results from (a) an increase in the ratio of Group V III Vehicles that are Non-Program Vehicles to all Group III Vehicles, (b) a reduction in the aggregate amount of cash and Permitted Investments in the Collection Account and the Master Collateral Account that are allocable to the Retained Interest Amount Group III Series of Notes, or (Bc) on deposit a decrease in the Excess Funding Accounts for other Group V Series of Notes issued and outstanding under the Indenture which amounts are in excess of the amounts necessary to be on deposit in each such excess funding account in order that (x) no Asset Amount Deficiency shall occur, (y) no shortfall in the required level of enhancement for each such Group V Series of Notes shall occur, including any portion of such enhancement that is required to be in liquid funds, and (z) no Amortization Event or Potential Amortization Event for any such series shall occur (such amounts as are set forth in clauses (A) and (B) of this subparagraph Market Value Adjustment Percentage;
(vi) being referred to herein as “Excess Amounts”) shall, in each such case, be deposited into provided that the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.7(a), to reduce the Series 2010-1 Invested Amount;
(vii) if, on any Payment Date during the Series 2010-1 Controlled Amortization Period, the amount allocated under Section 4.7(b)(i)(4) is insufficient to pay the Series 2010-1 Controlled Amortization Amount with respect to such Payment Date in full, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(ii)(2) to pay the remaining balance of the Series 2010-1 Controlled Amortization Amount for such Payment Date;
(viii) if, on any Payment Date during the Series 2010-1 Rapid Amortization Period, the amount allocated under Section 4.7(c)(i)(2) is insufficient to reduce the Series 2010-1 Invested Amount to zero, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(iii) to reduce the Series 2010-1 Invested Amount;
(ix) if an Insolvency Period has not commenced, amounts on deposit in the Series 20102001-1 Cash Liquidity Account in excess of the Series 2010-1 Minimum Liquidity Amount on any Series 20102001-1 Deposit Date may on such Series 20102001-1 Deposit Date be withdrawn at the discretion of the Master Servicer from the Series 20102001-1 Cash Liquidity Account and deposited into the Series 20102001-1 Excess Funding Account; and
(xvii) if an the Insolvency Period has commenced, amounts on deposit in the Series 20102001-1 Cash Liquidity Account will be available to be transferred by the Trustee to the distribution accounts for application pursuant to Sections 4.8 and 4.9 hereof, hereof as applicable.
Appears in 1 contract
Samples: Rental Car Asset Backed Notes (Dollar Thrifty Automotive Group Inc)
Additional Allocations. Notwithstanding the foregoing provisions of this Section 4.7,
(i) provided the Series 2010-1 2 Rapid Amortization Period has not commenced, amounts allocated to the Series 2010-1 2 Excess Funding Account in excess of the Series 2010-1 2 Cash Liquidity Amount, if any, and the Substitute Group V VI Exchanged Vehicle Proceeds Amount, if any, and that are not allocated to making payments under the Series 2010-1 2 Notes or other amounts pursuant hereto to this Article 4, may, at RCFC’s option and as and to the extent permitted in the related Series Supplements, be used to pay the principal amount of other Group V VI Series of Notes that are then in amortization and, after such payment, any remaining funds may, at RCFC’s option, be (A) used to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease Lease, or (B) transferred, on any Payment Date, to the Retained Distribution Account, to the extent that the Retained Interest Amount equals or exceeds zero after giving effect to such payment and so long as no Series 2010-1 2 Enhancement Deficiency or Asset Amount Deficiency exists or would result therefrom; provided, however, that funds remaining after the application of such funds to the payment of the principal amount of other Group V VI Series of Notes that are in amortization and to the financing, refinancing or acquisition of Group V VI Vehicles may be transferred to the Retained Distribution Account on a day other than a Payment Date if the Master Servicer furnishes to the Trustee an Officer’s Certificate to the effect that such transfer will not cause any of the foregoing deficiencies to occur either on the date that such transfer is made or, in the reasonable anticipation of the Master Servicer, on the next Payment Date. Funds in the Retained Distribution Account shall, at the option of DTAG, be available to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease Lease, to pay the Net Book Value of Vehicles being tendered for exchange of like-kind property into the Group V VI Collection Account, or for distribution to the Retained Interestholder (including any advances made under the Demand Note or otherwise);
(ii) in the event that if the Master Servicer is not DTAG or an Affiliate of DTAG, the Master Servicer shall not be entitled to withhold any amounts pursuant to Section 4.2(c) and the Trustee shall deposit amounts payable to DTAG in its capacity as the Master Servicer in the Group V VI Collection Account pursuant to the provisions of Section 4.2 on each Series 2010-1 2 Deposit Date;
(iii) any amounts withheld by the Master Servicer and not deposited in the Group V VI Collection Account pursuant to Section 4.2(c) shall be deemed to be deposited in the Group V VI Collection Account on the date such amounts are withheld for purposes of determining the amounts to be allocated pursuant to this Section 4.7;
(iv) if there is more than one Series of Group V VI Series of Notes outstanding, then Sections 4.7(a)(i)(54.7(a)(i)(F), 4.7(b)(i)(54.7(b)(i)(F) and 4.7(c)(i)(34.7(c)(i)(D) above shall not be duplicative with any similar provisions contained in any other Supplement and the Retained Interestholder shall only be paid such amount once with respect to any Payment Date; and;
(v) RCFC may, from time to time in its discretion, but with the consent of the Master Servicer (or, if DTAG is not the Master Servicer, with the consent of the Retained Interestholder) ), increase the Series 2010-1 2 Available Subordinated Amount by (a) (i) allocating to the Series 2010-1 2 Available Subordinated Amount Eligible Vehicles theretofore allocated to the Retained Interest and (ii) delivering to the Trustee an Officer’s Certificate affirming with respect to such Vehicles the representations and warranties set forth in Section 6.13 of the Base Indenture (and an Opinion of Counsel to the same effect) or (b) (i) depositing funds into the Series 2010-1 2 Excess Funding Account by transfer from the Retained Distribution Account or otherwise, and (ii) delivering to the Master Servicer and the Trustee an Officer’s Certificate setting forth the amount of such funds and stating that such funds shall be allocated to the Series 2010-1 2 Available Subordinated Amount; provided, however, that RCFC shall have no obligation to so increase the Series 2010-1 2 Available Subordinated Amount at any time;
(vi) if, on any Payment Date during the Series 2010-1 2 Revolving Period, a Mandatory Decrease shall be required under Section 4A.3(a) of this Supplement and the amounts allocated to the Series 2010-1 2 Invested Amount under Section 4.7(a)(i)(24.7(a)(i)(C) are less than the amount of such required Decrease, then, in such event, any funds (A) on deposit in the Group V VI Collection Account that are allocable to the Retained Interest Amount or (B) on deposit in the Excess Funding Accounts for other Group V VI Series of Notes issued and outstanding under the Indenture which amounts are in excess of the amounts necessary to be on deposit in each such excess funding account Excess Funding Account in order that (x) no Asset Amount Deficiency shall occur, (y) no shortfall in the required level of enhancement for each such Group V VI Series of Notes shall occur, including any portion of such enhancement that is required to be in liquid funds, and (z) no Amortization Event or Potential Amortization Event for any such series shall occur (such amounts as are set forth in clauses (A) and (B) of this subparagraph (vi) being referred to herein as “Excess Amounts”) shall, in each such case, be deposited into the Series 2010-1 2 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.7(a), to reduce the Series 2010-1 2 Invested Amount;
(vii) if, on any Payment Date during the Series 2010-1 2 Controlled Amortization Period, the amount allocated under Section 4.7(b)(i)(44.7(b)(i)(E) is insufficient to pay the Series 2010-1 2 Controlled Amortization Amount with respect to such Payment Date in full, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 2 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, used in accordance with Section 4.10(a)(ii)(24.10(b)(ii) to pay the remaining balance of the Series 2010-1 2 Controlled Amortization Amount for such Payment Date;
(viii) if, on any Payment Date during the Series 2010-1 2 Rapid Amortization Period, the amount allocated under Section 4.7(c)(i)(24.7(c)(i)(B) is insufficient to reduce the Series 2010-1 2 Invested Amount to zero, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 2 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, used in accordance with Section 4.10(a)(iii4.10(c)(ii) to reduce the Series 2010-1 2 Invested Amount;
(ix) if an Insolvency Period has not commenced, amounts on deposit in the Series 2010-1 2 Cash Liquidity Account in excess of the Series 2010-1 2 Minimum Liquidity Amount on any Series 2010-1 2 Deposit Date may on such Series 2010-1 2 Deposit Date be withdrawn at the discretion of the Master Servicer from the Series 2010-1 2 Cash Liquidity Account and deposited into the Series 2010-1 2 Excess Funding Account; and
(x) if an Insolvency Period has commenced, amounts on deposit in the Series 2010-1 2 Cash Liquidity Account will be available to be transferred by the Trustee to the distribution accounts for application pursuant to Sections 4.8 and 4.9 hereof, as applicable.
Appears in 1 contract
Additional Allocations. Notwithstanding the foregoing provisions of this Section 4.7,
(i) provided the Series 20101998-1 Rapid Amortization Period has not commenced, amounts allocated to the Series 20101998-1 Excess Funding Account in excess of the Series 2010-1 Cash Liquidity Amount, if any, and the Substitute Group V II Exchanged Vehicle Proceeds Amount, if any, and that are not allocated to making payments under the Series 20101998-1 Notes pursuant hereto may, as and to the extent permitted in the related Supplements, be used to pay the principal amount of other Group V II Series of Notes that are then in amortization and, after such payment, any remaining funds may, at RCFC’s 's option, be (Ai) used to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease or (Bii) transferred, on any Payment Date, to the Retained Distribution Account, to the extent that the Retained Interest Amount equals or exceeds zero after giving effect to such payment and so long as no Series 20101998-1 Enhancement Deficiency or Asset Amount Deficiency exists or would result therefrom; provided, however, that funds remaining after the application of such funds to the payment of the principal amount of other Group V II Series of Notes that are in amortization and to the financing, refinancing financing or acquisition of Group V II Vehicles may be transferred to the Retained Distribution Account on a day other than a Payment Date if the Master Servicer furnishes to the Trustee an Officer’s 's Certificate to the effect that such transfer will not cause any of the foregoing deficiencies to occur either on the date that such transfer is made or, in the reasonable anticipation of the Master Servicer, on the next Payment Date. Funds in the Retained Distribution Account shall, at the option of DTAGRCFC, be available to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease Lease, to pay the Net Book Value of Vehicles being tendered for exchange of like-kind property into the Group V II Collection Account, or for distribution to the Retained Interestholder (including any advances made under the Demand Note or otherwise);
(ii) in the event that the Master Servicer is not DTAG or an Affiliate of DTAG, the Master Servicer shall not be entitled to withhold any amounts pursuant to Section 4.2(c) and the Trustee shall deposit amounts payable to DTAG in its capacity as the Master Servicer in the Group V II Collection Account pursuant to the provisions of Section 4.2 on each Series 20101998-1 Deposit Date;
(iii) any amounts withheld by the Master Servicer and not deposited in the Group V II Collection Account pursuant to Section 4.2(c) shall be deemed to be deposited in the Group V II Collection Account on the date such amounts are withheld for purposes of determining the amounts to be allocated pursuant to this Section 4.7;
(iv) if there is more than one Series of Group V II Series of Notes outstanding, then Sections 4.7(a)(i)(5), 4.7(b)(i)(5) and 4.7(c)(i)(3) above shall not be duplicative with any similar provisions contained in any other Supplement and the Retained Interestholder shall only be paid such amount once with respect to any Payment Date; and
(v) RCFC may, from time to time in its sole discretion, but with the consent of the Master Servicer (or, if DTAG is not the Master Servicer, with the consent of the Retained Interestholder) increase the Series 20101998-1 Available Subordinated Amount by (a) (i) allocating to the Series 20101998-1 Available Subordinated Amount Eligible Vehicles theretofore allocated to the Retained Interest and (ii) delivering to the Trustee an Officer’s 's Certificate affirming with respect to such Vehicles the representations and warranties set forth in Section 6.13 6.14 of the Base Indenture (and an Opinion of Counsel to the same effect) or (b) (i) depositing funds into the Series 20101998-1 Excess Funding Account by transfer from the Retained Distribution Account or otherwise, and (ii) delivering to the Master Servicer and the Trustee an Officer’s 's Certificate setting forth the amount of such funds and stating that such funds shall be allocated to the Series 20101998-1 Available Subordinated Amount; provided, however, that (x) RCFC shall have no obligation to so increase the Series 20101998-1 Available Subordinated Amount at any timetime and (y) RCFC may not increase the Series 1998-1 Available Subordinated Amount at any time if the amount of such increase, together with the sum of the amounts of all prior increases, if any, of the Series 1998-1 Available Subordinated Amount would exceed the applicable Series 1998-1 Available Subordinated Amount Maximum Increase, excluding from such calculation any increase in the Series 1998-1 Available Subordinated Amount (1) through Recoveries or from funds constituting repayments of principal under the Demand Note, or (2) relating to an increase in any component of the Minimum Enhancement Amount that results from (a) an increase in the ratio of Group II Vehicles that are Non-Program Vehicles to all Group II Vehicles, (b) a reduction in the aggregate amount of cash and Permitted Investments in the Group II Collection Account and the Master Collateral Account that are allocable to the Group II Series of Notes, or (c) a decrease in Market Value Adjustment Percentage;
(vi) ifIf, on any Payment Date during the Series 20101998-1 Revolving Period, a Mandatory Decrease shall be required under Section 4A.3(a) of this Supplement and the amounts allocated to the Series 20101998-1 Invested Amount under Section 4.7(a)(i)(2) are less than the amount of such required Decrease, then, in such event, any funds (A) on deposit in the Group V II Collection Account that which are allocable to the Retained Interest Amount or (Bii) on deposit in the Excess Funding Accounts excess funding accounts for other Group V II Series of Notes issued and outstanding under the Indenture which amounts are in excess of the amounts necessary to be on deposit in each such excess funding account in order that (x) no Asset Amount Deficiency shall occur, (y) no shortfall in the required level of enhancement for each such Group V II Series of Notes shall occur, including any portion of such enhancement that is required to be in liquid funds, and (z) no Amortization Event for any such series or Potential event that with the giving of notice or passage of time would become an Amortization Event for any such series shall occur Group II Series of Notes (such amounts as are set forth in clauses (Ai) and (Bii) of this subparagraph (vi) being referred to herein as “"Excess Amounts”") shall, in each such case, be deposited into the Series 20101998-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.7(a), to reduce the Series 20101998-1 Invested Amount;
(vii) if, on any Payment Date during the Series 2010-1 Controlled Amortization Period, the amount allocated under Section 4.7(b)(i)(4) is insufficient to pay the Series 2010-1 Controlled Amortization Amount with respect to such Payment Date in full, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(ii)(2) to pay the remaining balance of the Series 2010-1 Controlled Amortization Amount for such Payment Date;
(viii) if, on any Payment Date during the Series 2010-1 Rapid Amortization Period, the amount allocated under Section 4.7(c)(i)(2) is insufficient to reduce the Series 2010-1 Invested Amount to zero, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(iii) to reduce the Series 2010-1 Invested Amount;
(ix) if an Insolvency Period has not commenced, amounts on deposit in the Series 2010-1 Cash Liquidity Account in excess of the Series 2010-1 Minimum Liquidity Amount on any Series 2010-1 Deposit Date may on such Series 2010-1 Deposit Date be withdrawn at the discretion of the Master Servicer from the Series 2010-1 Cash Liquidity Account and deposited into the Series 2010-1 Excess Funding Account; and
(x) if an Insolvency Period has commenced, amounts on deposit in the Series 2010-1 Cash Liquidity Account will be available to be transferred by the Trustee to the distribution accounts for application pursuant to Sections 4.8 and 4.9 hereof, as applicable.
Appears in 1 contract
Samples: Amended and Restated Series 1998 1 Supplement (Dollar Thrifty Automotive Group Inc)
Additional Allocations. Notwithstanding the foregoing provisions of this Section 4.7,
(i) provided that the Series 2010-1 3 Rapid Amortization Period has not commenced, amounts allocated to the Series 2010-1 3 Excess Funding Account in excess of the Series 2010-1 3 Cash Liquidity Amount, if any, and the Substitute Group V VII Exchanged Vehicle Proceeds Amount, if any, and that are not allocated to making payments under the Series 2010-1 3 Notes or other amounts pursuant hereto to this Article 4, may, at the discretion of RCFC and as and to the extent permitted in the related Series Supplements, be used to pay the principal amount amounts in respect of other Group V VII Series of Notes that are then in amortization and, after such payment, any remaining funds mayfunds, at RCFC’s option, may be retained in the Series 2010-3 Excess Funding Account or, from time to time, (A) used to finance, refinance or acquire Vehicles, Vehicles (including pursuant to the extent Eligible Vehicles have been requested by any of the Lessees a redesignation thereof under the Master Lease Collateral Agency Agreement) or (B) transferred, on any Payment Date, to the Retained Distribution Account, to the extent that the Retained Interest Amount equals or exceeds zero after giving effect to such payment and so long as no Series 2010-1 3 Enhancement Deficiency or Asset Amount Deficiency exists or would result therefrom; provided, however, that funds remaining after the application of such funds to the payment of the principal amount of other Group V VII Series of Notes that are in amortization and to the financing, refinancing refinancing, redesignation or acquisition of Group V VII Vehicles may be transferred to the Retained Distribution Account on a day other than a Payment Date if the Master Servicer furnishes to the Trustee an Officer’s Certificate to the effect that such transfer will not cause any of the foregoing deficiencies to occur either on the date that such transfer is made or, in the reasonable anticipation of the Master Servicer, on the next Payment Date. Funds in the Retained Distribution Account shall, at the option of DTAG, be available to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease (which may be Group VII Vehicles or otherwise) to pay the Net Book Value of Vehicles being tendered for exchange of like-kind property into the Group V VII Collection AccountAccount or to make similar payments with respect to Vehicles tendered from other Groups, or for distribution to the Retained Interestholder (including any by way of advances made under the Demand Note or otherwise);
(ii) in the event that if the Master Servicer is not DTAG or an Affiliate of DTAG, the Master Servicer shall not be entitled to withhold any amounts pursuant to Section 4.2(c) and the Trustee shall deposit amounts payable to DTAG in its capacity as the Master Servicer in the Group V VII Collection Account pursuant to the provisions of Section 4.2 on each Series 2010-1 3 Deposit Date;
(iii) any amounts withheld by the Master Servicer and not deposited in the Group V VII Collection Account pursuant to Section 4.2(c) shall be deemed to be deposited in the Group V VII Collection Account on the date such amounts are withheld for purposes of determining the amounts to be allocated pursuant to this Section 4.7;
(iv) if there is more than one Series of Group V VII Series of Notes outstanding, then Sections 4.7(a)(i)(54.7(a)(i)(F), 4.7(b)(i)(54.7(b)(i)(F) and 4.7(c)(i)(34.7(c)(i)(D) above shall not be duplicative with any similar provisions contained in any other Supplement and the Retained Interestholder shall only be paid such amount once with respect to any Payment Date; and;
(v) RCFC may, from time to time in its discretion, but with the consent of the Master Servicer (or, if DTAG is not the Master Servicer, with the consent of the Retained Interestholder) ), at any time and from time to time, increase the Series 2010-1 3 Available Subordinated Amount by (a) (i) allocating to the Series 2010-1 3 Available Subordinated Amount Eligible Vehicles theretofore allocated to the Retained Interest and (ii) delivering to the Trustee an Officer’s Certificate affirming with respect to such Vehicles the representations and warranties set forth in Section 6.13 of the Base Indenture (and an Opinion of Counsel to the same effect) or (b) (i) depositing funds into the Series 2010-1 3 Excess Funding Account by transfer from the Retained Distribution Account or otherwise, and (ii) delivering to the Master Servicer and the Trustee an Officer’s Certificate setting forth the amount of such funds and stating that such funds shall be allocated to the Series 2010-1 3 Available Subordinated Amount; provided, however, that RCFC shall have no obligation to so increase the Series 2010-1 3 Available Subordinated Amount at any time;
(vi) if, on any Payment Date during the Series 2010-1 3 Revolving Period, a Mandatory Decrease shall be required under Section 4A.3(a) of this Supplement and the amounts allocated to the Series 2010-1 3 Invested Amount under Section 4.7(a)(i)(24.7(a)(i)(C) are less than the amount of such required Decrease, then, in such event, any funds (A) on deposit in the Group V VII Collection Account that are allocable to the Retained Interest Amount or (B) on deposit in the Excess Funding Accounts for other Group V VII Series of Notes issued and outstanding under the Indenture which amounts are in excess of the amounts necessary to be on deposit in each such excess funding account Excess Funding Account in order that (x) no Asset Amount Deficiency shall occur, (y) no shortfall in the required level of enhancement for each such Group V VII Series of Notes shall occur, including any portion of such enhancement that is required to be in liquid funds, and (z) no Amortization Event or Potential Amortization Event for any such series shall occur (such amounts as are set forth in clauses (A) and (B) of this subparagraph (vi) being referred to herein as “Excess Amounts”) shall, in each such case, be deposited into the Series 2010-1 3 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency (and, if such available Excess Amounts exceed such amount, in such order of priority as the Issuer may determine in its sole discretion) and shall be used, in accordance with Section 4.7(a), to reduce the Series 2010-1 3 Invested Amount;
(vii) if, on any Payment Date during the Series 2010-1 3 Controlled Amortization Period, the amount allocated under Section 4.7(b)(i)(44.7(b)(i)(E) is insufficient to pay the Series 2010-1 3 Controlled Amortization Amount with respect to such Payment Date in full, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 3 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency (and, if such available Excess Amounts exceed such amount, in such order of priority as the Issuer may determine in its sole discretion) and shall be used, in accordance with Section 4.10(a)(ii)(24.10(a)(ii) to pay the remaining balance of the Series 2010-1 3 Controlled Amortization Amount for such Payment Date;
(viii) if, on any Payment Date during the Series 2010-1 3 Rapid Amortization Period, the amount allocated under Section 4.7(c)(i)(24.7(c)(i)(B) is insufficient to reduce the Series 2010-1 3 Invested Amount to zero, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 3 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency (and, if such available Excess Amounts exceed such amount, in such order of priority as the Issuer may determine in its sole discretion) and shall be used, in accordance with Section 4.10(a)(iii4.10(c)(ii) to reduce the Series 2010-1 3 Invested Amount;
(ix) if an Insolvency Period or Liquidation Period has not commenced, amounts on deposit in the Series 2010-1 3 Cash Liquidity Account in excess of the Series 2010-1 3 Minimum Liquidity Amount on any Series 2010-1 3 Deposit Date may on such Series 2010-1 3 Deposit Date be withdrawn at the discretion of the Master Servicer from the Series 2010-1 3 Cash Liquidity Account and deposited into the Series 2010-1 3 Excess Funding Account; and
(x) if during an Insolvency Period has commencedor a Liquidation Period, amounts on deposit in the Series 2010-1 3 Cash Liquidity Account will be available to be transferred by the Trustee to the distribution accounts for application pursuant to Sections 4.8 and 4.9 hereof, as applicable.
Appears in 1 contract
Samples: Amended and Restated Series Supplement (Dollar Thrifty Automotive Group Inc)
Additional Allocations. Notwithstanding the foregoing provisions of this Section 4.7,
(i) provided the Series 20101999-1 Rapid Amortization Period has not commenced, amounts allocated to the Series 20101999-1 Excess Funding Account in excess of the Series 2010-1 Cash Liquidity Amount, if any, and the Substitute Group V Exchanged Vehicle Proceeds Amount, if any, and that are not allocated required to making make payments under the Series 20101999-1 Notes pursuant hereto may, as and to the extent permitted in the related Supplements, be used to pay the principal amount of other Group V I Series of Notes that are then in amortization and, after such payment, any remaining funds may, at RCFC’s 's option, be (Ai) used to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease or (Bii) transferred, on any Payment Date, to the Retained Distribution Account, to the extent that the Retained Interest Amount equals or exceeds zero after giving effect to such payment and so long as no Series 20101999-1 Enhancement Deficiency or Asset Amount Deficiency exists or would result therefrom; provided, however, that funds remaining after the application of such funds to the payment of the principal amount of other Group V I Series of Notes that are in amortization and to the financing, refinancing or acquisition of Group V I Vehicles may be transferred to the Retained Distribution Account on a day other than a Payment Date if the Master Servicer furnishes to the Trustee an Officer’s 's Certificate to the effect that such transfer will not cause any of the foregoing deficiencies to occur either on the date that such transfer is made or, in the reasonable anticipation of the Master Servicer, on the next Payment Date. Funds in the Retained Distribution Account shall, at the option of DTAGRCFC, be available to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease to pay the Net Book Value of Vehicles being tendered for exchange of like-kind property into the Group V Collection AccountLease, or for distribution to the Retained Interestholder (including any as advances made under the Demand Note or otherwise);
(ii) in the event that the Master Servicer is not DTAG or an Affiliate of DTAG, the Master Servicer shall not be entitled to withhold any amounts pursuant to Section 4.2(c) and the Trustee shall deposit amounts payable to DTAG in its capacity as the Master Servicer in the Group V Collection Account pursuant to the provisions of Section 4.2 on each Series 20101999-1 Deposit Date;
(iii) any amounts withheld by the Master Servicer and not deposited in the Group V Collection Account pursuant to Section 4.2(c) shall be deemed to be deposited in the Group V Collection Account on the date such amounts are withheld for purposes of determining the amounts to be allocated pursuant to this Section 4.7;
(iv) if there is more than one Series of Group V I Series of Notes outstanding, then Sections 4.7(a)(i)(54.7(a)(i)(3), 4.7(b)(i)(54.7(b)(i)(3) and 4.7(c)(i)(3) above shall not be duplicative with any similar provisions contained in any other Supplement and the Retained Interestholder shall only be paid such amount once with respect to any Payment Date; and;
(v) RCFC may, from time to time in its sole discretion, but with the consent of the Master Servicer (or, if DTAG is not the Master Servicer, with the consent of the Retained Interestholder) increase the Series 20101999-1 Available Subordinated Amount by (a) (i) allocating to the Series 20101999-1 Available Subordinated Amount Eligible Vehicles theretofore allocated to the Retained Interest and (ii) delivering to the Trustee an Officer’s 's Certificate affirming with respect to such Vehicles the representations and warranties set forth in Section 6.13 6.14 of the Base Indenture (and an Opinion of Counsel to the same effect) or (b) (i) depositing funds into the Series 20101999-1 Excess Funding Account by transfer from the Retained Distribution Account or otherwise, and (ii) delivering to the Master Servicer and the Trustee an Officer’s 's Certificate setting forth the amount of such funds and stating that such funds shall be allocated to the Series 20101999-1 Available Subordinated Amount; provided, however, that (x) RCFC shall have no obligation to so increase the Series 20101999-1 Available Subordinated Amount at any time;
time and (viy) if, on any Payment Date during RCFC may not increase the Series 20101999-1 Revolving Period, a Mandatory Decrease shall be required under Section 4A.3(a) of this Supplement and the amounts allocated to the Series 2010-1 Invested Available Subordinated Amount under Section 4.7(a)(i)(2) are less than at any time if the amount of such required Decreaseincrease, thentogether with the sum of the amounts of all prior increases, in if any, of the Series 1999-1 Available Subordinated Amount would exceed the applicable Series 1999-1 Available Subordinated Amount Maximum Increase, excluding from such event, calculation any funds (A) on deposit increase in the Series 1999-1 Available Subordinated Amount (1) through Recoveries or from funds constituting repayments of principal under the Demand Note, or (2) relating to an increase in any component of the Minimum Enhancement Amount that results from (a) an increase in the ratio of Group V I Vehicles that are Non-Program Vehicles to all Group I Vehicles, (b) a reduction in the aggregate amount of cash and Permitted Investments in the Collection Account and the Master Collateral Account that are allocable to the Retained Interest Amount Group I Series of Notes, or (Bc) on deposit a decrease in the Excess Funding Accounts for other Group V Series of Notes issued and outstanding under the Indenture which amounts are in excess of the amounts necessary to be on deposit in each such excess funding account in order that (x) no Asset Amount Deficiency shall occur, (y) no shortfall in the required level of enhancement for each such Group V Series of Notes shall occur, including any portion of such enhancement that is required to be in liquid funds, and (z) no Amortization Event or Potential Amortization Event for any such series shall occur (such amounts as are set forth in clauses (A) and (B) of this subparagraph Market Value Adjustment Percentage;
(vi) being referred to herein as “Excess Amounts”) shall, in each such case, be deposited into provided that the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.7(a), to reduce the Series 2010-1 Invested Amount;
(vii) if, on any Payment Date during the Series 2010-1 Controlled Amortization Period, the amount allocated under Section 4.7(b)(i)(4) is insufficient to pay the Series 2010-1 Controlled Amortization Amount with respect to such Payment Date in full, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(ii)(2) to pay the remaining balance of the Series 2010-1 Controlled Amortization Amount for such Payment Date;
(viii) if, on any Payment Date during the Series 2010-1 Rapid Amortization Period, the amount allocated under Section 4.7(c)(i)(2) is insufficient to reduce the Series 2010-1 Invested Amount to zero, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(iii) to reduce the Series 2010-1 Invested Amount;
(ix) if an Insolvency Period has not commenced, amounts on deposit in the Series 20101999-1 Cash Liquidity Account in excess of the Series 2010-1 Minimum Cash Liquidity Amount on any Series 20101999-1 Deposit Date may on such Series 20101999-1 Deposit Date be withdrawn at the discretion of the Master Servicer from the Series 20101999-1 Cash Liquidity Account and deposited into the Series 20101999-1 Excess Funding Account; and
(xvii) if an the Insolvency Period has commenced, amounts on deposit in the Series 20101999-1 Cash Liquidity Account representing the Cash Liquidity Amount will be available to be transferred by the Trustee to the distribution accounts for application pursuant to Sections 4.8 and 4.9 hereof, as applicable.to
Appears in 1 contract
Samples: Series Supplement (Dollar Thrifty Automotive Group Inc)
Additional Allocations. Notwithstanding the foregoing provisions of this Section 4.7,
(i) provided the Series 20102000-1 Rapid Amortization Period has not commenced, amounts allocated to the Series 20102000-1 Excess Funding Account in excess of the Series 2010-1 Cash Liquidity Amount, if any, and the Substitute Group V II Exchanged Vehicle Proceeds Amount, if any, and that are not allocated to making payments under the Series 20102000-1 Notes pursuant hereto may, as and to the extent permitted in the related Supplements, be used to pay the principal amount of other Group V II Series of Notes that are then in amortization and, after such payment, any remaining funds may, at RCFC’s option, be (Ai) used to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease or (Bii) transferred, on any Payment Date, to the Retained Distribution Account, to the extent that the Retained Interest Amount equals or exceeds zero after giving effect to such payment and so long as no Series 20102000-1 Enhancement Deficiency or Asset Amount Deficiency exists or would result therefrom; provided, however, that funds remaining after the application of such funds to the payment of the principal amount of other Group V II Series of Notes that are in amortization and to the financing, refinancing or acquisition of Group V II Vehicles may be transferred to the Retained Distribution Account on a day other than a Payment Date if the Master Servicer furnishes to the Trustee an Officer’s Certificate to the effect that such transfer will not cause any of the foregoing deficiencies to occur either on the date that such transfer is made or, in the reasonable anticipation of the Master Servicer, on the next Payment Date. Funds in the Retained Distribution Account shall, at the option of DTAGRCFC, be available to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease to pay the Net Book Value of Vehicles being tendered for exchange of like-kind property into the Group V II Collection Account, or for distribution to the Retained Interestholder (including any advances made under the Demand Note or otherwise);
(ii) in the event that the Master Servicer is not DTAG or an Affiliate of DTAG, the Master Servicer shall not be entitled to withhold any amounts pursuant to Section 4.2(c) and the Trustee shall deposit amounts payable to DTAG in its capacity as the Master Servicer in the Group V II Collection Account pursuant to the provisions of Section 4.2 on each Series 20102000-1 Deposit Date;
(iii) any amounts withheld by the Master Servicer and not deposited in the Group V II Collection Account pursuant to Section 4.2(c) shall be deemed to be deposited in the Group V II Collection Account on the date such amounts are withheld for purposes of determining the amounts to be allocated pursuant to this Section 4.7;
(iv) if there is more than one Series of Group V II Series of Notes outstanding, then Sections 4.7(a)(i)(5), 4.7(b)(i)(5) and 4.7(c)(i)(34.7(b)(i)(3) above shall not be duplicative with any similar provisions contained in any other Supplement and the Retained Interestholder shall only be paid such amount once with respect to any Payment Date; and
(v) RCFC may, from time to time in its sole discretion, but with the consent of the Master Servicer (or, if DTAG is not the Master Servicer, with the consent of the Retained Interestholder) increase the Series 20102000-1 Available Subordinated Amount by (a) (i) allocating to the Series 20102000-1 Available Subordinated Amount Eligible Vehicles theretofore allocated to the Retained Interest and (ii) delivering to the Trustee an Officer’s Certificate affirming with respect to such Vehicles the representations and warranties set forth in Section 6.13 6.14 of the Base Indenture (and an Opinion of Counsel to the same effect) or (b) (i) depositing funds into the Series 20102000-1 Excess Funding Account by transfer from the Retained Distribution Account or otherwise, and (ii) delivering to the Master Servicer and the Trustee an Officer’s Certificate setting forth the amount of such funds and stating that such funds shall be allocated to the Series 20102000-1 Available Subordinated Amount; provided, however, that RCFC shall have no obligation to so increase the Series 20102000-1 Available Subordinated Amount at any time;
(vi) ifIf, on any Payment Date during the Series 20102000-1 Revolving Period, a Mandatory Decrease shall be required under Section 4A.3(a) of this Supplement and the amounts allocated to the Series 20102000-1 Invested Amount under Section 4.7(a)(i)(2) are less than the amount of such required Decrease, then, in such event, any funds (Ai) on deposit in the Group V II Collection Account that which are allocable to the Retained Interest Amount or (Bii) on deposit in the Excess Funding Accounts excess funding accounts for other Group V II Series of Notes issued and outstanding under the Indenture which amounts are in excess of the amounts necessary to be on deposit in each such excess funding account in order that (x) no Asset Amount Deficiency shall occur, (y) no shortfall in the required level of enhancement for each such Group V II Series of Notes shall occur, including any portion of such enhancement that is required to be in liquid funds, and (z) no Amortization Event for any such series or Potential event that with the giving of notice or passage of time would become an Amortization Event for any such series shall occur Group II Series of Notes (such amounts as are set forth in clauses (Ai) and (Bii) of this subparagraph (vi) being referred to herein as “Excess Amounts”) shall, in each such case, be deposited into the Series 20102000-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.7(a), to reduce the Series 20102000-1 Invested Amount;; and
(vii) ifIf, on any Payment Date during the Series 2010-1 Controlled Amortization Period, the amount allocated under Section 4.7(b)(i)(4) is insufficient to pay the Series 2010-1 Controlled Amortization Amount with respect to such Payment Date in full, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(ii)(2) to pay the remaining balance of the Series 2010-1 Controlled Amortization Amount for such Payment Date;
(viii) if, on any Payment Date during the Series 20102000-1 Rapid Amortization Period, the amount allocated under Section 4.7(c)(i)(24.7(b)(i)(2) is insufficient to reduce the Series 20102000-1 Invested Amount to zero, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 20102000-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(iii4.10(a)(ii) to reduce the Series 20102000-1 Invested Amount;
(ix) if an Insolvency Period has not commenced, amounts on deposit in the Series 2010-1 Cash Liquidity Account in excess of the Series 2010-1 Minimum Liquidity Amount on any Series 2010-1 Deposit Date may on such Series 2010-1 Deposit Date be withdrawn at the discretion of the Master Servicer from the Series 2010-1 Cash Liquidity Account and deposited into the Series 2010-1 Excess Funding Account; and
(x) if an Insolvency Period has commenced, amounts on deposit in the Series 2010-1 Cash Liquidity Account will be available to be transferred by the Trustee to the distribution accounts for application pursuant to Sections 4.8 and 4.9 hereof, as applicable.
Appears in 1 contract
Samples: Amended and Restated Series 2000 1 Supplement (Dollar Thrifty Automotive Group Inc)
Additional Allocations. Notwithstanding the foregoing provisions of this Section 4.7,
(i) provided the Series 20102005-1 Rapid Amortization Period has not commenced, amounts allocated to the Series 20102005-1 Excess Funding Account in excess of the Series 2010-1 Cash Liquidity Amount, if any, and the Substitute Group V III Exchanged Vehicle Proceeds Amount, if any, and that are not allocated to making payments under the Series 20102005-1 Notes or other amounts pursuant hereto to this Article 4, may, at the discretion of RCFC and as and to the extent permitted in the related Series Supplements, be used to pay the principal amount of other Group V III Series of Notes that are then in amortization and, after such payment, any such remaining funds after making any such principal payments, may, at RCFC’s option, be (Ai) used to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease Lease, or (Bii) transferred, on any Payment Date, to the Retained Distribution Account, to the extent that the Retained Interest Amount equals or exceeds zero after giving effect to such payment and so long as no Series 20102005-1 Enhancement Deficiency or Asset Amount Deficiency exists or would result therefrom; provided, however, that funds remaining after the application of such funds to the payment of the principal amount of other Group V III Series of Notes that are in amortization and to the financing, refinancing or acquisition of Group V III Vehicles may be transferred to the Retained Distribution Account on a day other than a Payment Date if the Master Servicer furnishes to the Trustee an Officer’s Certificate to the effect that such transfer will not cause any of the foregoing deficiencies to occur either on the date that such transfer is made or, in the reasonable anticipation of the Master Servicer, on the next Payment Date. Funds in the Retained Distribution Account shall, at the option of DTAGthe Master Servicer (or, if DTAG is not the Master Servicer, at the option of the Retained Interestholder), be available to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease Lease, to pay the Net Book Value of Vehicles being tendered for exchange of like-kind property into the Group V III Collection Account, or for distribution to the Retained Interestholder (including any advances made under the Demand Note or otherwise);
(ii) in the event that the Master Servicer is not DTAG or an Affiliate of DTAG, the Master Servicer shall not be entitled to withhold any amounts pursuant to Section 4.2(c) and the Trustee shall deposit amounts payable to DTAG in its capacity as the Master Servicer in the Group V III Collection Account pursuant to the provisions of Section 4.2 on each Series 20102005-1 Deposit Date;
(iii) any amounts withheld by the Master Servicer and not deposited in the Group V Collection Account pursuant to Section 4.2(c) shall be deemed to be deposited in the Group V Collection Account on the date such amounts are withheld for purposes of determining the amounts to be allocated pursuant to this Section 4.7;
(iv) if there is more than one Series of Group V III Series of Notes outstanding, then Sections 4.7(a)(i)(54.7(a)(i)(D), 4.7(b)(i)(54.7(b)(i)(D) and 4.7(c)(i)(34.7(c)(i)(D) above shall not be duplicative with any similar provisions contained in any other Supplement and the Retained Interestholder shall only be paid such amount once with respect to any Payment Date; and;
(v) RCFC may, from time to time in its discretion, but with the consent of the Master Servicer (or, if DTAG is not the Master Servicer, with the consent of the Retained Interestholder) ), increase the Series 20102005-1 Available Subordinated Amount by (a) (i) allocating to the Series 20102005-1 Available Subordinated Amount Eligible Vehicles theretofore allocated to the Retained Interest and (ii) delivering to the Trustee an Officer’s Certificate affirming with respect to such Vehicles the representations and warranties set forth in Section 6.13 6.14 of the Base Indenture (and an Opinion of Counsel to the same effect) or (b) (i) depositing funds into the Series 20102005-1 Excess Funding Account by transfer from the Retained Distribution Account or otherwise, and (ii) delivering to the Master Servicer and the Trustee an Officer’s Certificate setting forth the amount of such funds and stating that such funds shall be allocated to the Series 20102005-1 Available Subordinated Amount; provided, however, that RCFC shall have no obligation to so increase the Series 20102005-1 Available Subordinated Amount at any time;
(vi) if, on any Payment Date during provided that the Series 2010-1 Revolving Period, a Mandatory Decrease shall be required under Section 4A.3(a) of this Supplement and the amounts allocated to the Series 2010-1 Invested Amount under Section 4.7(a)(i)(2) are less than the amount of such required Decrease, then, in such event, any funds (A) on deposit in the Group V Collection Account that are allocable to the Retained Interest Amount or (B) on deposit in the Excess Funding Accounts for other Group V Series of Notes issued and outstanding under the Indenture which amounts are in excess of the amounts necessary to be on deposit in each such excess funding account in order that (x) no Asset Amount Deficiency shall occur, (y) no shortfall in the required level of enhancement for each such Group V Series of Notes shall occur, including any portion of such enhancement that is required to be in liquid funds, and (z) no Amortization Event or Potential Amortization Event for any such series shall occur (such amounts as are set forth in clauses (A) and (B) of this subparagraph (vi) being referred to herein as “Excess Amounts”) shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.7(a), to reduce the Series 2010-1 Invested Amount;
(vii) if, on any Payment Date during the Series 2010-1 Controlled Amortization Period, the amount allocated under Section 4.7(b)(i)(4) is insufficient to pay the Series 2010-1 Controlled Amortization Amount with respect to such Payment Date in full, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(ii)(2) to pay the remaining balance of the Series 2010-1 Controlled Amortization Amount for such Payment Date;
(viii) if, on any Payment Date during the Series 2010-1 Rapid Amortization Period, the amount allocated under Section 4.7(c)(i)(2) is insufficient to reduce the Series 2010-1 Invested Amount to zero, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(iii) to reduce the Series 2010-1 Invested Amount;
(ix) if an Insolvency Period has not commenced, amounts on deposit in the Series 20102005-1 Cash Liquidity Account in excess of the Series 2010-1 Minimum Liquidity Amount on any Series 20102005-1 Deposit Date may on such Series 20102005-1 Deposit Date be withdrawn at the discretion of the Master Servicer from the Series 20102005-1 Cash Liquidity Account and deposited into the Series 20102005-1 Excess Funding Account; and
(xvii) if an the Insolvency Period has commenced, amounts on deposit in the Series 20102005-1 Cash Liquidity Account will be available to be transferred by the Trustee to the distribution accounts for application pursuant to Sections 4.8 and 4.9 hereof, hereof as applicable.
Appears in 1 contract
Samples: Supplement to Base Indenture (Dollar Thrifty Automotive Group Inc)
Additional Allocations. Notwithstanding the foregoing provisions of this Section 4.7,
, (i) provided the Series 20101998-1 Rapid Amortization Period has not commenced, amounts allocated to the Series 20101998-1 Excess Funding Account in excess of the Series 2010-1 Cash Liquidity Amount, if any, and the Substitute Group V II Exchanged Vehicle Proceeds Amount, if any, and that are not allocated to making payments under the Series 20101998-1 Notes pursuant hereto may, as and to the extent permitted in the related Supplements, be used to pay the principal amount of other Group V II Series of Notes that are then in amortization and, after such payment, any remaining funds may, at RCFC’s option, be (Ai) used to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease or (Bii) transferred, on any Payment Date, to the Retained Distribution Account, to the extent that the Retained Interest Amount equals or exceeds zero after giving effect to such payment and so long as no Series 20101998-1 Enhancement Deficiency or Asset Amount Deficiency exists or would result therefrom; provided, however, that funds remaining after the application of such funds to the payment of the principal amount of other Group V II Series of Notes that are in amortization and to the financing, refinancing financing or acquisition of Group V II Vehicles may be transferred to the Retained Distribution Account on a day other than a Payment Date if the Master Servicer furnishes to the Trustee an Officer’s Certificate to the effect that such transfer will not cause any of the foregoing deficiencies to occur either on the date that such transfer is made or, in the reasonable anticipation of the Master Servicer, on the next Payment Date. Funds in the Retained Distribution Account shall, at the option of DTAGRCFC, be available to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease Lease, to pay the Net Book Value of Vehicles being tendered for exchange of like-kind property into the Group V II Collection Account, or for distribution to the Retained Interestholder (including any advances made under the Demand Note or otherwise);
(ii) in the event that the Master Servicer is not DTAG or an Affiliate of DTAG, the Master Servicer shall not be entitled to withhold any amounts pursuant to Section 4.2(c) and the Trustee shall deposit amounts payable to DTAG in its capacity as the Master Servicer in the Group V Collection Account pursuant to the provisions of Section 4.2 on each Series 2010-1 Deposit Date;
(iii) any amounts withheld by the Master Servicer and not deposited in the Group V Collection Account pursuant to Section 4.2(c) shall be deemed to be deposited in the Group V Collection Account on the date such amounts are withheld for purposes of determining the amounts to be allocated pursuant to this Section 4.7;
(iv) if there is more than one Series of Group V Series of Notes outstanding, then Sections 4.7(a)(i)(5), 4.7(b)(i)(5) and 4.7(c)(i)(3) above shall not be duplicative with any similar provisions contained in any other Supplement and the Retained Interestholder shall only be paid such amount once with respect to any Payment Date; and
(v) RCFC may, from time to time in its discretion, but with the consent of the Master Servicer (or, if DTAG is not the Master Servicer, with the consent of the Retained Interestholder) increase the Series 2010-1 Available Subordinated Amount by (a) (i) allocating to the Series 2010-1 Available Subordinated Amount Eligible Vehicles theretofore allocated to the Retained Interest and (ii) delivering to the Trustee an Officer’s Certificate affirming with respect to such Vehicles the representations and warranties set forth in Section 6.13 of the Base Indenture (and an Opinion of Counsel to the same effect) or (b) (i) depositing funds into the Series 2010-1 Excess Funding Account by transfer from the Retained Distribution Account or otherwise, and (ii) delivering to the Master Servicer and the Trustee an Officer’s Certificate setting forth the amount of such funds and stating that such funds shall be allocated to the Series 2010-1 Available Subordinated Amount; provided, however, that RCFC shall have no obligation to so increase the Series 2010-1 Available Subordinated Amount at any time;
(vi) if, on any Payment Date during the Series 2010-1 Revolving Period, a Mandatory Decrease shall be required under Section 4A.3(a) of this Supplement and the amounts allocated to the Series 2010-1 Invested Amount under Section 4.7(a)(i)(2) are less than the amount of such required Decrease, then, in such event, any funds (A) on deposit in the Group V Collection Account that are allocable to the Retained Interest Amount or (B) on deposit in the Excess Funding Accounts for other Group V Series of Notes issued and outstanding under the Indenture which amounts are in excess of the amounts necessary to be on deposit in each such excess funding account in order that (x) no Asset Amount Deficiency shall occur, (y) no shortfall in the required level of enhancement for each such Group V Series of Notes shall occur, including any portion of such enhancement that is required to be in liquid funds, and (z) no Amortization Event or Potential Amortization Event for any such series shall occur (such amounts as are set forth in clauses (A) and (B) of this subparagraph (vi) being referred to herein as “Excess Amounts”) shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.7(a), to reduce the Series 2010-1 Invested Amount;
(vii) if, on any Payment Date during the Series 2010-1 Controlled Amortization Period, the amount allocated under Section 4.7(b)(i)(4) is insufficient to pay the Series 2010-1 Controlled Amortization Amount with respect to such Payment Date in full, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(ii)(2) to pay the remaining balance of the Series 2010-1 Controlled Amortization Amount for such Payment Date;
(viii) if, on any Payment Date during the Series 2010-1 Rapid Amortization Period, the amount allocated under Section 4.7(c)(i)(2) is insufficient to reduce the Series 2010-1 Invested Amount to zero, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(iii) to reduce the Series 2010-1 Invested Amount;
(ix) if an Insolvency Period has not commenced, amounts on deposit in the Series 2010-1 Cash Liquidity Account in excess of the Series 2010-1 Minimum Liquidity Amount on any Series 2010-1 Deposit Date may on such Series 2010-1 Deposit Date be withdrawn at the discretion of the Master Servicer from the Series 2010-1 Cash Liquidity Account and deposited into the Series 2010-1 Excess Funding Account; and
(x) if an Insolvency Period has commenced, amounts on deposit in the Series 2010-1 Cash Liquidity Account will be available to be transferred by the Trustee to the distribution accounts for application pursuant to Sections 4.8 and 4.9 hereof, as applicable.
Appears in 1 contract
Samples: Second Amended and Restated Series 1998 1 Supplement (Dollar Thrifty Automotive Group Inc)
Additional Allocations. Notwithstanding the foregoing provisions of this Section 4.7,
(i) provided the Series 2010-1 3 Rapid Amortization Period has not commenced, amounts allocated to the Series 2010-1 3 Excess Funding Account in excess of the Series 2010-1 3 Cash Liquidity Amount, if any, and the Substitute Group V VII Exchanged Vehicle Proceeds Amount, if any, and that are not allocated to making payments under the Series 2010-1 3 Notes or other amounts pursuant hereto to this Article 4, may, at RCFC’s option and as and to the extent permitted in the related Series Supplements, be used to pay the principal amount of other Group V VII Series of Notes that are then in amortization and, after such payment, any remaining funds may, at RCFC’s option, be (A) used to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease or (B) transferred, on any Payment Date, to the Retained Distribution Account, to the extent that the Retained Interest Amount equals or exceeds zero after giving effect to such payment and so long as no Series 2010-1 3 Enhancement Deficiency or Asset Amount Deficiency exists or would result therefrom; provided, however, that funds remaining after the application of such funds to the payment of the principal amount of other Group V VII Series of Notes that are in amortization and to the financing, refinancing or acquisition of Group V VII Vehicles may be transferred to the Retained Distribution Account on a day other than a Payment Date if the Master Servicer furnishes to the Trustee an Officer’s Certificate to the effect that such transfer will not cause any of the foregoing deficiencies to occur either on the date that such transfer is made or, in the reasonable anticipation of the Master Servicer, on the next Payment Date. Funds in the Retained Distribution Account shall, at the option of DTAG, be available to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease to pay the Net Book Value of Vehicles being tendered for exchange of like-kind property into the Group V VII Collection Account, or for distribution to the Retained Interestholder (including any advances made under the Demand Note or otherwise);
(ii) in the event that if the Master Servicer is not DTAG or an Affiliate of DTAG, the Master Servicer shall not be entitled to withhold any amounts pursuant to Section 4.2(c) and the Trustee shall deposit amounts payable to DTAG in its capacity as the Master Servicer in the Group V VII Collection Account pursuant to the provisions of Section 4.2 on each Series 2010-1 3 Deposit Date;
(iii) any amounts withheld by the Master Servicer and not deposited in the Group V VII Collection Account pursuant to Section 4.2(c) shall be deemed to be deposited in the Group V VII Collection Account on the date such amounts are withheld for purposes of determining the amounts to be allocated pursuant to this Section 4.7;
(iv) if there is more than one Series of Group V VII Series of Notes outstanding, then Sections 4.7(a)(i)(54.7(a)(i)(F), 4.7(b)(i)(54.7(b)(i)(F) and 4.7(c)(i)(34.7(c)(i)(D) above shall not be duplicative with any similar provisions contained in any other Supplement and the Retained Interestholder shall only be paid such amount once with respect to any Payment Date; and;
(v) RCFC may, from time to time in its discretion, but with the consent of the Master Servicer (or, if DTAG is not the Master Servicer, with the consent of the Retained Interestholder) increase the Series 2010-1 3 Available Subordinated Amount by (a) (i) allocating to the Series 2010-1 3 Available Subordinated Amount Eligible Vehicles theretofore allocated to the Retained Interest and (ii) delivering to the Trustee an Officer’s Certificate affirming with respect to such Vehicles the representations and warranties set forth in Section 6.13 of the Base Indenture (and an Opinion of Counsel to the same effect) or (b) (i) depositing funds into the Series 2010-1 3 Excess Funding Account by transfer from the Retained Distribution Account or otherwise, and (ii) delivering to the Master Servicer and the Trustee an Officer’s Certificate setting forth the amount of such funds and stating that such funds shall be allocated to the Series 2010-1 3 Available Subordinated Amount; provided, however, that RCFC shall have no obligation to so increase the Series 2010-1 3 Available Subordinated Amount at any time;
(vi) if, on any Payment Date during the Series 2010-1 3 Revolving Period, a Mandatory Decrease shall be required under Section 4A.3(a) of this Supplement and the amounts allocated to the Series 2010-1 3 Invested Amount under Section 4.7(a)(i)(24.7(a)(i)(C) are less than the amount of such required Decrease, then, in such event, any funds (A) on deposit in the Group V VII Collection Account that are allocable to the Retained Interest Amount or (B) on deposit in the Excess Funding Accounts for other Group V VII Series of Notes issued and outstanding under the Indenture which amounts are in excess of the amounts necessary to be on deposit in each such excess funding account Excess Funding Account in order that (x) no Asset Amount Deficiency shall occur, (y) no shortfall in the required level of enhancement for each such Group V VII Series of Notes shall occur, including any portion of such enhancement that is required to be in liquid funds, and (z) no Amortization Event or Potential Amortization Event for any such series shall occur (such amounts as are set forth in clauses (A) and (B) of this subparagraph (vi) being referred to herein as “Excess Amounts”) shall, in each such case, be deposited into the Series 2010-1 3 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.7(a), to reduce the Series 2010-1 3 Invested Amount;
(vii) if, on any Payment Date during the Series 2010-1 3 Controlled Amortization Period, the amount allocated under Section 4.7(b)(i)(44.7(b)(i)(E) is insufficient to pay the Series 2010-1 3 Controlled Amortization Amount with respect to such Payment Date in full, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 3 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(ii)(24.10(a)(ii) to pay the remaining balance of the Series 2010-1 3 Controlled Amortization Amount for such Payment Date;
(viii) if, on any Payment Date during the Series 2010-1 3 Rapid Amortization Period, the amount allocated under Section 4.7(c)(i)(24.7(c)(i)(B) is insufficient to reduce the Series 2010-1 3 Invested Amount to zero, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 3 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(iii4.10(c)(ii) to reduce the Series 2010-1 3 Invested Amount;
(ix) if an Insolvency Period or Liquidation Period has not commenced, amounts on deposit in the Series 2010-1 3 Cash Liquidity Account in excess of the Series 2010-1 3 Minimum Liquidity Amount on any Series 2010-1 3 Deposit Date may on such Series 2010-1 3 Deposit Date be withdrawn at the discretion of the Master Servicer from the Series 2010-1 3 Cash Liquidity Account and deposited into the Series 2010-1 3 Excess Funding Account; and
(x) if an Insolvency Period or Liquidation Period has commenced, amounts on deposit in the Series 2010-1 3 Cash Liquidity Account will be available to be transferred by the Trustee to the distribution accounts for application pursuant to Sections 4.8 and 4.9 hereof, as applicable.
Appears in 1 contract
Samples: Series Supplement (Dollar Thrifty Automotive Group Inc)
Additional Allocations. Notwithstanding the foregoing provisions of this Section 4.7,
(iA) provided amounts in excess of the Series 2010-1 Rapid Amortization Period has not commenced, amounts Liquidity Amount allocated to the Series 20101995-1 Excess Funding Account in excess of the Series 2010-1 Cash Liquidity Amount, if any, and the Substitute Group V Exchanged Vehicle Proceeds Amount, if any, and that are not allocated required to making make payments under the Series 20101995-1 Notes pursuant hereto may, as and to the extent permitted in the related Supplements, be used to pay the principal amount of other Group V Series of Notes that are then in amortization and, after such payment, any remaining funds in excess of the Liquidity Amount may, at RCFC’s Thrifty Finance's option, be (Ai) used to finance, refinance finance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease Lessee or (Bii) transferred, on any Payment Date, to the Retained Distribution Account, to the extent that the Retained Interest Amount equals or exceeds zero after giving effect to such payment and so long as no Series 20101995-1 Enhancement Subordination Deficiency or Asset Amount Deficiency exists or would result therefrom; provided, however, that funds remaining after the application of such funds to the payment in excess of the principal amount of other Group V Series of Notes that are in amortization and to the financing, refinancing or acquisition of Group V Vehicles Liquidity Amount may be transferred to the Retained Distribution Account on a day other than a Payment Date if the Master Servicer furnishes to the Trustee an Officer’s 's Certificate to the effect that such transfer will not cause any of the foregoing deficiencies to occur either on the date that such transfer is made or, in the reasonable anticipation of the Master Servicer, on the next Payment Date. Funds in the Retained Distribution Account shall, at the option of DTAGThrifty Finance, be available to finance, refinance finance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease to pay the Net Book Value of Vehicles being tendered for exchange of like-kind property into the Group V Collection AccountLessee, or for distribution to the Retained Interestholder (including any advances made under the Demand Note or otherwiseNote);
(iiB) in the event that the Master Servicer is not DTAG Thrifty or an Affiliate of DTAGThrifty, the Master Servicer shall not be entitled to withhold any amounts pursuant to Section 4.2(c) and the Trustee shall deposit amounts payable to DTAG in its capacity as the Master Servicer Thrifty in the Group V Collection Account pursuant to the provisions of Section 4.2 on each Series 20101995-1 Deposit Date;
(iiiC) any amounts withheld by the Master Servicer and not deposited in the Group V Collection Account pursuant to Section 4.2(c) shall be deemed to be deposited in the Group V Collection Account on the date such amounts are withheld for purposes of determining the amounts to be allocated pursuant to this Section 4.7;
(ivD) if there is more than one Series of Group V Series of Notes outstanding, then Sections 4.7(a)(i)(54.7(a)(x)(iii), 4.7(b)(i)(54.7(b)(x)(iii) and 4.7(c)(i)(34.7(c)(x)(iii) above shall not be duplicative with any similar provisions contained in any other Supplement and the Retained Interestholder shall only be paid such amount once with respect to any Payment Date; and
(vE) RCFC Thrifty Finance may, from time to time in its sole discretion, but with the consent of the Master Servicer (or, if DTAG is not the Master Servicer, with the consent of the Retained Interestholder) increase the Series 20101995-1 Available Subordinated Amount by (a) (i) allocating to the Series 20101995-1 Available Subordinated Amount Eligible Vehicles theretofore allocated to the Retained Interest and (ii) delivering to the Trustee an Officer’s 's Certificate affirming with respect to such Vehicles the representations and warranties set forth in Section 6.13 of the Base Indenture 6.14 (and an Opinion of Counsel to the same effect) or (b) (i) depositing funds into the Series 20101995-1 Excess Funding Account by transfer from the Retained Distribution Account or otherwise, and (ii) delivering to the Master Servicer and the Trustee an Officer’s Officers' Certificate setting forth the amount of such funds and stating that such funds shall be allocated to the Series 20101995-1 Available Subordinated Amount; provided, however, that RCFC (x) Thrifty Finance shall have no obligation to so increase the Series 20101995-1 Available Subordinated Amount at any time;
time and (viy) if, on any Payment Date during Thrifty Finance may not increase the Series 20101995-1 Revolving Period, a Mandatory Decrease shall be required under Section 4A.3(a) of this Supplement and the amounts allocated to the Series 2010-1 Invested Available Subordinated Amount under Section 4.7(a)(i)(2) are less than at any time if the amount of such required Decreaseincrease, then, in such event, any funds (A) on deposit in together with the Group V Collection Account that are allocable to the Retained Interest Amount or (B) on deposit in the Excess Funding Accounts for other Group V Series of Notes issued and outstanding under the Indenture which amounts are in excess sum of the amounts necessary to be on deposit of all prior increases, if any, of the Series 1995-1 Available Subordinated Amount would exceed the applicable Series 1995-1 Available Subordinated Amount Maximum Increase, excluding from such calculation any increase in each such excess funding account in order that the Series 1995-1 Available Subordinated Amount (x1) no Asset Amount Deficiency shall occurthrough Recoveries or from funds constituting repayments of principal under the Demand Note, (y2) no shortfall pursuant to Section 5.2(a) of the Supplement or (3) relating to an increase in the required level Minimum Subordinated Amount that results from (a) an increase in the ratio of enhancement for each such Group V Series of Notes shall occurNon-Program Vehicles to all Vehicles, including any portion of such enhancement that is required to be (b) a reduction in liquid funds, and (z) no Amortization Event or Potential Amortization Event for any such series shall occur (such amounts as are set forth in clauses (A) and (B) of this subparagraph (vi) being referred to herein as “Excess Amounts”) shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to of cash and Permitted Investments in the Collection Account and the Master Collateral Account, or (c) a decrease in the amount of any such deficiency and shall be used, in accordance with Section 4.7(a), to reduce the Series 2010-1 Invested Amount;
(vii) if, on any Payment Date during the Series 2010-1 Controlled Amortization Period, the amount allocated under Section 4.7(b)(i)(4) is insufficient to pay the Series 2010-1 Controlled Amortization Amount with respect to such Payment Date in full, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount lowest Measurement Month Average of any such deficiency and shall be used, in accordance with Section 4.10(a)(ii)(2) to pay full Measurement Month within the remaining balance of twelve calendar months preceding the Series 2010-1 Controlled Amortization Amount for such Payment Date;
(viii) if, on any Payment Date during the Series 2010-1 Rapid Amortization Period, the amount allocated under Section 4.7(c)(i)(2) is insufficient to reduce the Series 2010-1 Invested Amount to zero, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(iii) to reduce the Series 2010-1 Invested Amount;
(ix) if an Insolvency Period has not commenced, amounts on deposit in the Series 2010-1 Cash Liquidity Account in excess of the Series 2010-1 Minimum Liquidity Amount on any Series 2010-1 Deposit Date may on such Series 2010-1 Deposit Date be withdrawn at the discretion of the Master Servicer from the Series 2010-1 Cash Liquidity Account and deposited into the Series 2010-1 Excess Funding Account; and
(x) if an Insolvency Period has commenced, amounts on deposit in the Series 2010-1 Cash Liquidity Account will be available to be transferred by the Trustee to the distribution accounts for application pursuant to Sections 4.8 and 4.9 hereof, as applicableapplicable determination date.
Appears in 1 contract
Samples: Series Supplement (Dollar Thrifty Automotive Group Inc)
Additional Allocations. Notwithstanding the foregoing provisions of this Section 4.7,
(i) provided the Series 20102007-1 Rapid Amortization Period has not commenced, amounts allocated to the Series 20102007-1 Excess Funding Account in excess of the Series 2010-1 Cash Liquidity Amount, if any, and the Substitute Group V IV Exchanged Vehicle Proceeds Amount, if any, and that are not allocated to making payments under the Series 20102007-1 Notes or other amounts pursuant hereto to this Article 4, may, at the discretion of RCFC and as and to the extent permitted in the related Series Supplements, be used to pay the principal amount of other Group V IV Series of Notes that are then in amortization and, after such payment, any such remaining funds after making any such principal payments, may, at RCFC’s option, be (Ai) used to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease Lease, or (Bii) transferred, on any Payment Date, to the Retained Distribution Account, to the extent that the Retained Interest Amount equals or exceeds zero after giving effect to such payment and so long as no Series 20102007-1 Enhancement Deficiency or Asset Amount Deficiency exists or would result therefrom; provided, however, that funds remaining after the application of such funds to the payment of the principal amount of other Group V IV Series of Notes that are in amortization and to the financing, refinancing or acquisition of Group V IV Vehicles may be transferred to the Retained Distribution Account on a day other than a Payment Date if the Master Servicer furnishes to the Trustee an Officer’s Certificate to the effect that such transfer will not cause any of the foregoing deficiencies to occur either on the date that such transfer is made or, in the reasonable anticipation of the Master Servicer, on the next Payment Date. Funds in the Retained Distribution Account shall, at the option of DTAGthe Master Servicer (or, if DTAG is not the Master Servicer, at the option of the Retained Interestholder), be available to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease Lease, to pay the Net Book Value of Vehicles being tendered for exchange of like-kind property into the Group V IV Collection Account, or for distribution to the Retained Interestholder (including any advances made under the Demand Note or otherwise);
(ii) in the event that the Master Servicer is not DTAG or an Affiliate of DTAG, the Master Servicer shall not be entitled to withhold any amounts pursuant to Section 4.2(c) and the Trustee shall deposit amounts payable to DTAG in its capacity as the Master Servicer in the Group V IV Collection Account pursuant to the provisions of Section 4.2 on each Series 20102007-1 Deposit Date;
(iii) any amounts withheld by the Master Servicer and not deposited in the Group V Collection Account pursuant to Section 4.2(c) shall be deemed to be deposited in the Group V Collection Account on the date such amounts are withheld for purposes of determining the amounts to be allocated pursuant to this Section 4.7;
(iv) if there is more than one Series of Group V IV Series of Notes outstanding, then Sections 4.7(a)(i)(54.7(a)(i)(D), 4.7(b)(i)(54.7(b)(i)(D) and 4.7(c)(i)(34.7(c)(i)(D) above shall not be duplicative with any similar provisions contained in any other Supplement and the Retained Interestholder shall only be paid such amount once with respect to any Payment Date; and;
(v) RCFC may, from time to time in its discretion, but with the consent of the Master Servicer (or, if DTAG is not the Master Servicer, with the consent of the Retained Interestholder) ), increase the Series 20102007-1 Available Subordinated Amount by (a) (i) allocating to the Series 20102007-1 Available Subordinated Amount Eligible Vehicles theretofore allocated to the Retained Interest and (ii) delivering to the Trustee an Officer’s Certificate affirming with respect to such Vehicles the representations and warranties set forth in Section 6.13 6.14 of the Base Indenture (and an Opinion of Counsel to the same effect) or (b) (i) depositing funds into the Series 20102007-1 Excess Funding Account by transfer from the Retained Distribution Account or otherwise, and (ii) delivering to the Master Servicer and the Trustee an Officer’s Certificate setting forth the amount of such funds and stating that such funds shall be allocated to the Series 20102007-1 Available Subordinated Amount; provided, however, that RCFC shall have no obligation to so increase the Series 20102007-1 Available Subordinated Amount at any time;
(vi) if, on any Payment Date during provided that the Series 2010-1 Revolving Period, a Mandatory Decrease shall be required under Section 4A.3(a) of this Supplement and the amounts allocated to the Series 2010-1 Invested Amount under Section 4.7(a)(i)(2) are less than the amount of such required Decrease, then, in such event, any funds (A) on deposit in the Group V Collection Account that are allocable to the Retained Interest Amount or (B) on deposit in the Excess Funding Accounts for other Group V Series of Notes issued and outstanding under the Indenture which amounts are in excess of the amounts necessary to be on deposit in each such excess funding account in order that (x) no Asset Amount Deficiency shall occur, (y) no shortfall in the required level of enhancement for each such Group V Series of Notes shall occur, including any portion of such enhancement that is required to be in liquid funds, and (z) no Amortization Event or Potential Amortization Event for any such series shall occur (such amounts as are set forth in clauses (A) and (B) of this subparagraph (vi) being referred to herein as “Excess Amounts”) shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.7(a), to reduce the Series 2010-1 Invested Amount;
(vii) if, on any Payment Date during the Series 2010-1 Controlled Amortization Period, the amount allocated under Section 4.7(b)(i)(4) is insufficient to pay the Series 2010-1 Controlled Amortization Amount with respect to such Payment Date in full, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(ii)(2) to pay the remaining balance of the Series 2010-1 Controlled Amortization Amount for such Payment Date;
(viii) if, on any Payment Date during the Series 2010-1 Rapid Amortization Period, the amount allocated under Section 4.7(c)(i)(2) is insufficient to reduce the Series 2010-1 Invested Amount to zero, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(iii) to reduce the Series 2010-1 Invested Amount;
(ix) if an Insolvency Period has not commenced, amounts on deposit in the Series 20102007-1 Cash Liquidity Account in excess of the Series 2010-1 Minimum Liquidity Amount on any Series 20102007-1 Deposit Date may on such Series 20102007-1 Deposit Date be withdrawn at the discretion of the Master Servicer from the Series 20102007-1 Cash Liquidity Account and deposited into the Series 20102007-1 Excess Funding Account; and
(xvii) if an the Insolvency Period has commenced, amounts on deposit in the Series 20102007-1 Cash Liquidity Account will be available to be transferred by the Trustee to the distribution accounts for application pursuant to Sections 4.8 and 4.9 hereof, hereof as applicable.
Appears in 1 contract
Samples: Series Supplement (Dollar Thrifty Automotive Group Inc)
Additional Allocations. Notwithstanding the foregoing provisions of this Section 4.7,
(i) provided the Series 20102004-1 Rapid Amortization Period has not commenced, amounts allocated to the Series 20102004-1 Excess Funding Account in excess of the Series 2010-1 Cash Liquidity Amount, if any, and the Substitute Group V III Exchanged Vehicle Proceeds Amount, if any, and that are not allocated to making payments under the Series 20102004-1 Notes or other amounts pursuant hereto to this Article 4, may, at the discretion of RCFC and as and to the extent permitted in the related Series Supplements, be used to pay the principal amount of other Group V III Series of Notes that are then in amortization and, after such payment, any such remaining funds after making any such principal payments, may, at RCFC’s 's option, be (Ai) used to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease Lease, or (Bii) transferred, on any Payment Date, to the Retained Distribution Account, to the extent that the Retained Interest Amount equals or exceeds zero after giving effect to such payment and so long as no Series 20102004-1 Enhancement Deficiency or Asset Amount Deficiency exists or would result therefrom; provided, however, that funds remaining after the application of such funds to the payment of the principal amount of other Group V III Series of Notes that are in amortization and to the financing, refinancing or acquisition of Group V III Vehicles may be transferred to the Retained Distribution Account on a day other than a Payment Date if the Master Servicer furnishes to the Trustee an Officer’s 's Certificate to the effect that such transfer will not cause any of the foregoing deficiencies to occur either on the date that such transfer is made or, in the reasonable anticipation of the Master Servicer, on the next Payment Date. Funds in the Retained Distribution Account shall, at the option of DTAGthe Master Servicer (or, if DTAG is not the Master Servicer, at the option of the Retained Interestholder), be available to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease Lease, to pay the Net Book Value of Vehicles being tendered for exchange of like-kind property into the Group V III Collection Account, or for distribution to the Retained Interestholder (including any advances made under the Demand Note or otherwise);
(ii) in the event that the Master Servicer is not DTAG or an Affiliate of DTAG, the Master Servicer shall not be entitled to withhold any amounts pursuant to Section 4.2(c) and the Trustee shall deposit amounts payable to DTAG in its capacity as the Master Servicer in the Group V III Collection Account pursuant to the provisions of Section 4.2 on each Series 20102004-1 Deposit Date;
(iii) any amounts withheld by the Master Servicer and not deposited in the Group V Collection Account pursuant to Section 4.2(c) shall be deemed to be deposited in the Group V Collection Account on the date such amounts are withheld for purposes of determining the amounts to be allocated pursuant to this Section 4.7;
(iv) if there is more than one Series of Group V III Series of Notes outstanding, then Sections 4.7(a)(i)(54.7(a)(i)(D), 4.7(b)(i)(54.7(b)(i)(D) and 4.7(c)(i)(34.7(c)(i)(D) above shall not be duplicative with any similar provisions contained in any other Supplement and the Retained Interestholder shall only be paid such amount once with respect to any Payment Date; and;
(v) RCFC may, from time to time in its discretion, but with the consent of the Master Servicer (or, if DTAG is not the Master Servicer, with the consent of the Retained Interestholder) ), increase the Series 20102004-1 Available Subordinated Amount by (a) (i) allocating to the Series 20102004-1 Available Subordinated Amount Eligible Vehicles theretofore allocated to the Retained Interest and (ii) delivering to the Trustee an Officer’s 's Certificate affirming with respect to such Vehicles the representations and warranties set forth in Section 6.13 6.14 of the Base Indenture (and an Opinion of Counsel to the same effect) or (b) (i) depositing funds into the Series 20102004-1 Excess Funding Account by transfer from the Retained Distribution Account or otherwise, and (ii) delivering to the Master Servicer and the Trustee an Officer’s 's Certificate setting forth the amount of such funds and stating that such funds shall be allocated to the Series 20102004-1 Available Subordinated Amount; provided, however, that RCFC shall have no obligation to so increase the Series 20102004-1 Available Subordinated Amount at any time;
(vi) if, on any Payment Date during provided that the Series 2010-1 Revolving Period, a Mandatory Decrease shall be required under Section 4A.3(a) of this Supplement and the amounts allocated to the Series 2010-1 Invested Amount under Section 4.7(a)(i)(2) are less than the amount of such required Decrease, then, in such event, any funds (A) on deposit in the Group V Collection Account that are allocable to the Retained Interest Amount or (B) on deposit in the Excess Funding Accounts for other Group V Series of Notes issued and outstanding under the Indenture which amounts are in excess of the amounts necessary to be on deposit in each such excess funding account in order that (x) no Asset Amount Deficiency shall occur, (y) no shortfall in the required level of enhancement for each such Group V Series of Notes shall occur, including any portion of such enhancement that is required to be in liquid funds, and (z) no Amortization Event or Potential Amortization Event for any such series shall occur (such amounts as are set forth in clauses (A) and (B) of this subparagraph (vi) being referred to herein as “Excess Amounts”) shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.7(a), to reduce the Series 2010-1 Invested Amount;
(vii) if, on any Payment Date during the Series 2010-1 Controlled Amortization Period, the amount allocated under Section 4.7(b)(i)(4) is insufficient to pay the Series 2010-1 Controlled Amortization Amount with respect to such Payment Date in full, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(ii)(2) to pay the remaining balance of the Series 2010-1 Controlled Amortization Amount for such Payment Date;
(viii) if, on any Payment Date during the Series 2010-1 Rapid Amortization Period, the amount allocated under Section 4.7(c)(i)(2) is insufficient to reduce the Series 2010-1 Invested Amount to zero, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(iii) to reduce the Series 2010-1 Invested Amount;
(ix) if an Insolvency Period has not commenced, amounts on deposit in the Series 20102004-1 Cash Liquidity Account in excess of the Series 2010-1 Minimum Liquidity Amount on any Series 20102004-1 Deposit Date may on such Series 20102004-1 Deposit Date be withdrawn at the discretion of the Master Servicer from the Series 20102004-1 Cash Liquidity Account and deposited into the Series 20102004-1 Excess Funding Account; and
(xvii) if an the Insolvency Period has commenced, amounts on deposit in the Series 20102004-1 Cash Liquidity Account will be available to be transferred by the Trustee to the distribution accounts for application pursuant to Sections 4.8 and 4.9 hereof, hereof as applicable.
Appears in 1 contract
Samples: Series Supplement (Dollar Thrifty Automotive Group Inc)
Additional Allocations. Notwithstanding the foregoing provisions of this Section 4.7,
(i) provided the Series 2010-1 1997 1/N1 Rapid Amortization Period has not commenced, amounts allocated to the Series 2010-1 1997 1/N1 Excess Funding Account in excess of the Series 2010-1 Cash Liquidity Amount, if any, and the Substitute Group V Exchanged Vehicle Proceeds Amount, if any, and that are not allocated required to making make payments under the Series 2010-1 1997 1/N1 Notes pursuant hereto may, as and to the extent permitted in the related Supplements, be used to pay the principal amount of other Group V I Series of Notes that are then in amortization and, after such payment, any remaining funds may, at RCFC’s 's option, be (Ai) used to finance, refinance finance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease or (Bii) transferred, on any Payment Date, to the Retained Distribution Account, to the extent that the Retained Interest Amount equals or exceeds zero after giving effect to such payment and so long as no Series 2010-1 1997 1/N1 Enhancement Deficiency or Asset Amount Deficiency exists or would result therefrom; provided, however, that funds remaining after the application of such funds to the payment of the principal amount of other Group V I Series of Notes that are in amortization and to the financing, refinancing financing or acquisition of Group V I Vehicles may be transferred to the Retained Distribution Account on a day other than a Payment Date if the Master Servicer furnishes to the Trustee an Officer’s 's Certificate to the effect that such transfer will not cause any of the foregoing deficiencies to occur either on the date that such transfer is made or, in the reasonable anticipation of the Master Servicer, on the next Payment Date. Funds in the Retained Distribution Account shall, at the option of DTAGRCFC, be available to finance, refinance finance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease to pay the Net Book Value of Vehicles being tendered for exchange of like-kind property into the Group V Collection AccountLease, or for distribution to the Retained Interestholder (including any advances made under the Demand Note or otherwiseNote);
(ii) in the event that the Master Servicer is not DTAG or an Affiliate of DTAG, the Master Servicer shall not be entitled to withhold any amounts pursuant to Section 4.2(c) and the Trustee shall deposit amounts payable to DTAG in its capacity as the Master Servicer in the Group V Collection Account pursuant to the provisions of Section 4.2 on each Series 2010-1 1997 1/N1 Deposit Date;
(iii) any amounts withheld by the Master Servicer and not deposited in the Group V Collection Account pursuant to Section 4.2(c) shall be deemed to be deposited in the Group V Collection Account on the date such amounts are withheld for purposes of determining the amounts to be allocated pursuant to this Section 4.7;
(iv) if there is more than one Series of Group V I Series of Notes outstanding, then Sections 4.7(a)(i)(54.7(a)(i)(3), 4.7(b)(i)(54.7(b)(i)(3) and 4.7(c)(i)(3) above shall not be duplicative with any similar provisions contained in any other Supplement and the Retained Interestholder shall only be paid such amount once with respect to any Payment Date; and
(v) RCFC may, from time to time in its sole discretion, but with the consent of the Master Servicer (or, if DTAG is not the Master Servicer, with the consent of the Retained Interestholder) increase the Series 2010-1 1997 1/N1 Available Subordinated Amount by (a) (i) allocating to the Series 2010-1 1997 1/N1 Available Subordinated Amount Eligible Vehicles theretofore allocated to the Retained Interest and (ii) delivering to the Trustee an Officer’s 's Certificate affirming with respect to such Vehicles the representations and warranties set forth in Section 6.13 of the Base Indenture 6.14 (and an Opinion of Counsel to the same effect) or (b) (i) depositing funds into the Series 2010-1 1997 1/N1 Excess Funding Account by transfer from the Retained Distribution Account or otherwise, and (ii) delivering to the Master Servicer and the Trustee an Officer’s Officers' Certificate setting forth the amount of such funds and stating that such funds shall be allocated to the Series 2010-1 1997 1/N1 Available Subordinated Amount; provided, however, that (x) RCFC shall have no obligation to so increase the Series 2010-1 1997 1/N1 Available Subordinated Amount at any time;
time and (viy) if, on any Payment Date during RCFC may not increase the Series 2010-1 Revolving Period, a Mandatory Decrease shall be required under Section 4A.3(a) of this Supplement and the amounts allocated to the Series 2010-1 Invested 1997 1/N1 Available Subordinated Amount under Section 4.7(a)(i)(2) are less than at any time if the amount of such required Decreaseincrease, thentogether with the sum of the amounts of all prior increases, in if any, of the Series 1997 1/N1 Available Subordinated Amount would exceed the applicable Series 1997 1/N1 Available Subordinated Amount Maximum Increase, excluding from such event, calculation any funds (A) on deposit increase in the Series 1997 1/N1 Available Subordinated Amount (1) through Recoveries or from funds constituting repayments of principal under the Demand Note, or (2) relating to an increase in the Minimum Class A Enhancement Amount that results from (a) an increase in the ratio of Group V I Vehicles that are Non-Program Vehicles to all Group I Vehicles, (b) a reduction in the aggregate amount of cash and Permitted Investments in the Collection Account and the Master Collateral Account that are allocable to the Retained Interest Amount Group I Series of Notes, or (Bc) on deposit a decrease in the Excess Funding Accounts for other Group V Series of Notes issued and outstanding under the Indenture which amounts are in excess of the amounts necessary to be on deposit in each such excess funding account in order that (x) no Asset Amount Deficiency shall occur, (y) no shortfall in the required level of enhancement for each such Group V Series of Notes shall occur, including any portion of such enhancement that is required to be in liquid funds, and (z) no Amortization Event or Potential Amortization Event for any such series shall occur (such amounts as are set forth in clauses (A) and (B) of this subparagraph (vi) being referred to herein as “Excess Amounts”) shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.7(a), to reduce the Series 2010-1 Invested Amount;
(vii) if, on any Payment Date during the Series 2010-1 Controlled Amortization Period, the amount allocated under Section 4.7(b)(i)(4) is insufficient to pay the Series 2010-1 Controlled Amortization Amount with respect to such Payment Date in full, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(ii)(2) to pay the remaining balance of the Series 2010-1 Controlled Amortization Amount for such Payment Date;
(viii) if, on any Payment Date during the Series 2010-1 Rapid Amortization Period, the amount allocated under Section 4.7(c)(i)(2) is insufficient to reduce the Series 2010-1 Invested Amount to zero, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(iii) to reduce the Series 2010-1 Invested Amount;
(ix) if an Insolvency Period has not commenced, amounts on deposit in the Series 2010-1 Cash Liquidity Account in excess of the Series 2010-1 Minimum Liquidity Amount on any Series 2010-1 Deposit Date may on such Series 2010-1 Deposit Date be withdrawn at the discretion of the Master Servicer from the Series 2010-1 Cash Liquidity Account and deposited into the Series 2010-1 Excess Funding Account; and
(x) if an Insolvency Period has commenced, amounts on deposit in the Series 2010-1 Cash Liquidity Account will be available to be transferred by the Trustee to the distribution accounts for application pursuant to Sections 4.8 and 4.9 hereof, as applicableMarket Value Adjustment Percentage.
Appears in 1 contract
Samples: Rental Car Asset Backed Notes (Dollar Thrifty Automotive Group Inc)
Additional Allocations. Notwithstanding the foregoing provisions of this Section 4.7,
(i) provided that the Series 20102011-1 2 Rapid Amortization Period has not commenced, amounts allocated to the Series 20102011-1 2 Excess Funding Account in excess of the Series 20102011-1 2 Cash Liquidity Amount, if any, and the Substitute Group V VIII Exchanged Vehicle Proceeds Amount, if any, and that are not allocated to making payments under the Series 20102011-1 2 Notes or other amounts pursuant hereto to this Article 4, may, at the discretion of RCFC and as and to the extent permitted in the related Series Supplements, be used (or, to the extent constituting Excess Amounts with respect to the Series 2011-2 Notes, as may be required to be used pursuant to the related Series Supplements) to pay the principal amount amounts in respect of other Group V VIII Series of Notes that are then in amortization and, after such payment, any remaining funds mayfunds, at RCFC’s option, may be retained in the Series 2011-2 Excess Funding Account or, from time to time, (A) used to finance, refinance or acquire Vehicles, Vehicles (including pursuant to the extent Eligible Vehicles have been requested by any of the Lessees a redesignation thereof under the Master Lease Collateral Agency Agreement), or (B) transferred, on any Payment Date, to the Retained Distribution Account, to the extent that the Retained Interest Amount equals or exceeds zero after giving effect to such payment and so long as no Series 20102011-1 2 Enhancement Deficiency or Asset Amount Deficiency exists or would result therefrom; provided, however, that funds remaining after the application of such funds to the payment of the principal amount of other Group V VIII Series of Notes that are in amortization and to the financing, refinancing refinancing, redesignation or acquisition of Group V VIII Vehicles may be transferred to the Retained Distribution Account on a day other than a Payment Date if the Master Servicer furnishes to the Trustee an Officer’s Certificate to the effect that such transfer will not cause any of the foregoing deficiencies to occur either on the date that such transfer is made or, in the reasonable anticipation of the Master Servicer, on the next Payment Date. Funds in the Retained Distribution Account shall, at the option of DTAG, be available to finance, refinance or acquire VehiclesVehicles (which may be Group VIII Vehicles or otherwise), to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease to pay the Net Book Value of Vehicles being tendered for exchange of like-kind property into the Group V VIII Collection AccountAccount or to make similar payments with respect to Vehicles tendered from other Groups, or for distribution to the Retained Interestholder (including any by way of advances made under the Demand Note or otherwise);
(ii) in the event that if the Master Servicer is not DTAG or an Affiliate of DTAG, the Master Servicer shall not be entitled to withhold any amounts pursuant to Section 4.2(c) and the Trustee shall deposit amounts payable to DTAG in its capacity as the Master Servicer in the Group V VIII Collection Account pursuant to the provisions of Section 4.2 on each Series 20102011-1 2 Deposit Date;
(iii) any amounts withheld by the Master Servicer and not deposited in the Group V VIII Collection Account pursuant to Section 4.2(c) shall be deemed to be deposited in the Group V VIII Collection Account on the date such amounts are withheld for purposes of determining the amounts to be allocated pursuant to this Section 4.7;
(iv) if there is more than one Series of Group V VIII Series of Notes outstanding, then Sections 4.7(a)(i)(54.7(a)(i)(D), 4.7(b)(i)(54.7(b)(i)(D) and 4.7(c)(i)(34.7(c)(i)(D) above shall not be duplicative with any similar provisions contained in any other Supplement and the Retained Interestholder shall only be paid such amount once with respect to any Payment Date; and;
(v) RCFC may, from time to time in its discretion, but with the consent of the Master Servicer (or, if DTAG is not the Master Servicer, with the consent of the Retained Interestholder) ), at any time and from time to time, increase the Series 20102011-1 2 Available Subordinated Amount by (a) (i) allocating to the Series 20102011-1 2 Available Subordinated Amount Eligible Vehicles theretofore allocated to the Retained Interest and (ii) delivering to the Trustee an Officer’s Certificate affirming with respect to such Vehicles the representations and warranties set forth in Section 6.13 of the Base Indenture (and an Opinion of Counsel to the same effect) or (b) (i) depositing funds into the Series 20102011-1 2 Excess Funding Account by transfer from the Retained Distribution Account or otherwise, and (ii) delivering to the Master Servicer and the Trustee an Officer’s Certificate setting forth the amount of such funds and stating that such funds shall be allocated to the Series 20102011-1 2 Available Subordinated Amount; provided, however, that RCFC shall have no obligation to so increase the Series 20102011-1 2 Available Subordinated Amount at any time;
(vi) if, on any Payment Date during the Series 20102011-1 Revolving 2 Controlled Amortization Period, a Mandatory Decrease shall be required the amount allocated under Section 4A.3(a4.7(b)(i)(C) of this Supplement and the amounts allocated is insufficient to pay the Series 20102011-1 Invested 2 Controlled Amortization Amount under Section 4.7(a)(i)(2) are less than the amount of with respect to such required DecreasePayment Date in full, then, in such event, any funds (A) on deposit in the Group V VIII Collection Account that are allocable to the Retained Interest Amount or (B) on deposit in the Excess Funding Accounts for other Group V VIII Series of Notes issued and outstanding under the Indenture which amounts are in excess of the amounts necessary to be on deposit in each such excess funding account Excess Funding Account in order that (x) no Asset Amount Deficiency shall occur, (y) no shortfall in the required level of enhancement for each such Group V VIII Series of Notes shall occur, including any portion of such enhancement that is required to be in liquid funds, and (z) no Amortization Event or Potential Amortization Event for any such series shall occur (such amounts as are set forth in clauses clause (A) and and, with respect to any applicable Group VIII Series of Notes, clause (B) of this subparagraph (vi) being referred to herein as “Excess Amounts”) shallmay, in the Issuer’s sole discretion, in each such case, be deposited into the Series 20102011-1 2 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency (and, if such available Excess Amounts exceed such amount, in such order of priority as the Issuer may determine in its sole discretion) and any such Excess Amounts so deposited shall be used, in accordance with Section 4.7(a), 4.10(b)(ii) to reduce pay the remaining balance of the Series 20102011-1 Invested Amount2 Controlled Amortization Amount for such Payment Date;
(vii) if, on any Payment Date during the Series 20102011-1 Controlled Amortization Period, the amount allocated under Section 4.7(b)(i)(4) is insufficient to pay the Series 2010-1 Controlled Amortization Amount with respect to such Payment Date in full, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(ii)(2) to pay the remaining balance of the Series 2010-1 Controlled Amortization Amount for such Payment Date;
(viii) if, on any Payment Date during the Series 2010-1 2 Rapid Amortization Period, the amount allocated under Section 4.7(c)(i)(24.7(c)(i)(B) is insufficient to reduce the Series 20102011-1 2 Invested Amount to zero, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 20102011-1 2 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency (and, if such available Excess Amounts exceed such amount, in such order of priority as the Issuer may determine in its sole discretion) and shall be used, in accordance with Section 4.10(a)(iii4.10(c)(ii) to reduce the Series 20102011-1 2 Invested Amount;
(ixviii) if an Insolvency Period has not commenced, amounts on deposit in the Series 20102011-1 2 Cash Liquidity Account in excess of the Series 20102011-1 2 Minimum Liquidity Amount on any Series 20102011-1 2 Deposit Date may on such Series 20102011-1 2 Deposit Date be withdrawn at the discretion of the Master Servicer from the Series 20102011-1 2 Cash Liquidity Account and deposited into the Series 20102011-1 2 Excess Funding Account; and
(xix) if during an Insolvency Period has commencedPeriod, amounts on deposit in the Series 20102011-1 2 Cash Liquidity Account will be available to be transferred by the Trustee to the distribution accounts for application pursuant to Sections 4.8 and 4.9 hereof, hereof as applicable.
Appears in 1 contract
Samples: Series Supplement (Dollar Thrifty Automotive Group Inc)
Additional Allocations. Notwithstanding the foregoing provisions of this Section 4.7,
(i) provided the Series 20102006-1 Rapid Amortization Period has not commenced, amounts allocated to the Series 20102006-1 Excess Funding Account in excess of the Series 2010-1 Cash Liquidity Amount, if any, and the Substitute Group V IV Exchanged Vehicle Proceeds Amount, if any, and that are not allocated to making payments under the Series 20102006-1 Notes or other amounts pursuant hereto to this Article 4, may, at the discretion of RCFC and as and to the extent permitted in the related Series Supplements, be used to pay the principal amount of other Group V IV Series of Notes that are then in amortization and, after such payment, any such remaining funds after making any such principal payments, may, at RCFC’s option, be (Ai) used to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease Lease, or (Bii) transferred, on any Payment Date, to the Retained Distribution Account, to the extent that the Retained Interest Amount equals or exceeds zero after giving effect to such payment and so long as no Series 20102006-1 Enhancement Deficiency or Asset Amount Deficiency exists or would result therefrom; provided, however, that funds remaining after the application of such funds to the payment of the principal amount of other Group V IV Series of Notes that are in amortization and to the financing, refinancing or acquisition of Group V IV Vehicles may be transferred to the Retained Distribution Account on a day other than a Payment Date if the Master Servicer furnishes to the Trustee an Officer’s Certificate to the effect that such transfer will not cause any of the foregoing deficiencies to occur either on the date that such transfer is made or, in the reasonable anticipation of the Master Servicer, on the next Payment Date. Funds in the Retained Distribution Account shall, at the option of DTAGthe Master Servicer (or, if DTAG is not the Master Servicer, at the option of the Retained Interestholder), be available to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease Lease, to pay the Net Book Value of Vehicles being tendered for exchange of like-kind property into the Group V IV Collection Account, or for distribution to the Retained Interestholder (including any advances made under the Demand Note or otherwise);
(ii) in the event that the Master Servicer is not DTAG or an Affiliate of DTAG, the Master Servicer shall not be entitled to withhold any amounts pursuant to Section 4.2(c) and the Trustee shall deposit amounts payable to DTAG in its capacity as the Master Servicer in the Group V IV Collection Account pursuant to the provisions of Section 4.2 on each Series 20102006-1 Deposit Date;
(iii) any amounts withheld by the Master Servicer and not deposited in the Group V Collection Account pursuant to Section 4.2(c) shall be deemed to be deposited in the Group V Collection Account on the date such amounts are withheld for purposes of determining the amounts to be allocated pursuant to this Section 4.7;
(iv) if there is more than one Series of Group V IV Series of Notes outstanding, then Sections 4.7(a)(i)(54.7(a)(i)(D), 4.7(b)(i)(54.7(b)(i)(D) and 4.7(c)(i)(34.7(c)(i)(D) above shall not be duplicative with any similar provisions contained in any other Supplement and the Retained Interestholder shall only be paid such amount once with respect to any Payment Date; and;
(v) RCFC may, from time to time in its discretion, but with the consent of the Master Servicer (or, if DTAG is not the Master Servicer, with the consent of the Retained Interestholder) ), increase the Series 20102006-1 Available Subordinated Amount by (a) (i) allocating to the Series 20102006-1 Available Subordinated Amount Eligible Vehicles theretofore allocated to the Retained Interest and (ii) delivering to the Trustee an Officer’s Certificate affirming with respect to such Vehicles the representations and warranties set forth in Section 6.13 6.14 of the Base Indenture (and an Opinion of Counsel to the same effect) or (b) (i) depositing funds into the Series 20102006-1 Excess Funding Account by transfer from the Retained Distribution Account or otherwise, and (ii) delivering to the Master Servicer and the Trustee an Officer’s Certificate setting forth the amount of such funds and stating that such funds shall be allocated to the Series 20102006-1 Available Subordinated Amount; provided, however, that RCFC shall have no obligation to so increase the Series 20102006-1 Available Subordinated Amount at any time;
(vi) if, on any Payment Date during provided that the Series 2010-1 Revolving Period, a Mandatory Decrease shall be required under Section 4A.3(a) of this Supplement and the amounts allocated to the Series 2010-1 Invested Amount under Section 4.7(a)(i)(2) are less than the amount of such required Decrease, then, in such event, any funds (A) on deposit in the Group V Collection Account that are allocable to the Retained Interest Amount or (B) on deposit in the Excess Funding Accounts for other Group V Series of Notes issued and outstanding under the Indenture which amounts are in excess of the amounts necessary to be on deposit in each such excess funding account in order that (x) no Asset Amount Deficiency shall occur, (y) no shortfall in the required level of enhancement for each such Group V Series of Notes shall occur, including any portion of such enhancement that is required to be in liquid funds, and (z) no Amortization Event or Potential Amortization Event for any such series shall occur (such amounts as are set forth in clauses (A) and (B) of this subparagraph (vi) being referred to herein as “Excess Amounts”) shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.7(a), to reduce the Series 2010-1 Invested Amount;
(vii) if, on any Payment Date during the Series 2010-1 Controlled Amortization Period, the amount allocated under Section 4.7(b)(i)(4) is insufficient to pay the Series 2010-1 Controlled Amortization Amount with respect to such Payment Date in full, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(ii)(2) to pay the remaining balance of the Series 2010-1 Controlled Amortization Amount for such Payment Date;
(viii) if, on any Payment Date during the Series 2010-1 Rapid Amortization Period, the amount allocated under Section 4.7(c)(i)(2) is insufficient to reduce the Series 2010-1 Invested Amount to zero, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(iii) to reduce the Series 2010-1 Invested Amount;
(ix) if an Insolvency Period has not commenced, amounts on deposit in the Series 20102006-1 Cash Liquidity Account in excess of the Series 2010-1 Minimum Liquidity Amount on any Series 20102006-1 Deposit Date may on such Series 20102006-1 Deposit Date be withdrawn at the discretion of the Master Servicer from the Series 20102006-1 Cash Liquidity Account and deposited into the Series 20102006-1 Excess Funding Account; and
(xvii) if an the Insolvency Period has commenced, amounts on deposit in the Series 20102006-1 Cash Liquidity Account will be available to be transferred by the Trustee to the distribution accounts for application pursuant to Sections 4.8 and 4.9 hereof, hereof as applicable.
Appears in 1 contract
Samples: Series Supplement (Dollar Thrifty Automotive Group Inc)
Additional Allocations. Notwithstanding the foregoing provisions of this Section 4.7,
(i) provided the Series 20102003-1 Rapid Amortization Period has not commencedcommenced and so long as no Series 2003-1 Enhancement Deficiency or Asset Amount Deficiency exists or would result therefrom, amounts allocated to the Series 20102003-1 Excess Funding Account in excess of the Series 2010-1 Cash Liquidity Amount, if any, and the Substitute Group V III Exchanged Vehicle Proceeds Amount, if any, and that are not allocated to making payments under the Series 20102003-1 Notes or other amounts pursuant hereto to this Article 4, may, at the discretion of RCFC and as and to the extent permitted in the related Series Supplements, be used to pay the principal amount of other Group V III Series of Notes that are then in amortization and, after such payment, any such remaining funds after making any such principal payments, may, at RCFC’s 's option, and subject to the foregoing requirements that the Series 2003-1 Rapid Amortization Period has not commenced and no Series 2003-1 Enhancement Deficiency or Asset Amount Deficiency exists or would result therefrom, be (Ai) used to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease Lease, or (Bii) transferred, on any Payment Date, to the Retained Distribution Account, to the extent that the Retained Interest Amount equals or exceeds zero after giving effect to such payment payment; provided that if (x) a Potential Amortization Event has occurred and so long as no is continuing, RCFC shall not transfer any funds to the Retained Distribution Account pursuant to the preceding clause (ii) of this Section 4.7(d)(i) and (y) a Potential Amortization Event has occurred and is continuing (other than a Potential Amortization Event with respect to events described in Section 5.1(j) of this Supplement), RCFC shall not use amounts allocated to the Series 20102003-1 Enhancement Deficiency or Asset Amount Deficiency exists or would result therefromExcess Funding Account to pay the principal amount of other Group III Series of Notes that are then in amortization; provided, howeverfurther, that funds remaining after the application of such funds to the payment of the principal amount of other Group V III Series of Notes that are in amortization and to the financing, refinancing or acquisition of Group V III Vehicles may be transferred to the Retained Distribution Account on a day other than a Payment Date if the Master Servicer furnishes to the Trustee an Officer’s 's Certificate to the effect that such transfer will not cause any of the foregoing deficiencies to occur either on the date that such transfer is made or, in the reasonable anticipation of the Master Servicer, on the next Payment Date. Funds in the Retained Distribution Account shall, at the option of DTAG, be available to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease to pay the Net Book Value of Vehicles being tendered for exchange of like-kind property into the Group V Collection Account, or for distribution to the Retained Interestholder (including any advances made under the Demand Note or otherwise);
(ii) in In the event that the Master Servicer is not DTAG or an Affiliate of DTAG, the Master Servicer shall not be entitled to withhold any amounts pursuant to Section 4.2(c) and the Trustee shall deposit amounts payable to DTAG in its capacity as the Master Servicer in the Group V Collection Account pursuant determines subsequent to the provisions release of Section 4.2 on each Series 2010-1 Deposit Date;
(iii) any amounts withheld by the Master Servicer and not deposited in the Group V Collection Account pursuant to Section 4.2(c) shall be deemed to be deposited in the Group V Collection Account on the date such amounts are withheld for purposes of determining the amounts to be allocated pursuant to this Section 4.7;
(iv) if there is more than one Series of Group V Series of Notes outstanding, then Sections 4.7(a)(i)(5), 4.7(b)(i)(5) and 4.7(c)(i)(3) above shall not be duplicative with any similar provisions contained in any other Supplement and the Retained Interestholder shall only be paid such amount once with respect to any Payment Date; and
(v) RCFC may, funds from time to time in its discretion, but with the consent of the Master Servicer (or, if DTAG is not the Master Servicer, with the consent of the Retained Interestholder) increase the Series 2010-1 Available Subordinated Amount by (a) (i) allocating to the Series 2010-1 Available Subordinated Amount Eligible Vehicles theretofore allocated to the Retained Interest and (ii) delivering to the Trustee an Officer’s Certificate affirming with respect to such Vehicles the representations and warranties set forth in Section 6.13 of the Base Indenture (and an Opinion of Counsel to the same effect) or (b) (i) depositing funds into the Series 20102003-1 Excess Funding Account by transfer from the Retained Distribution Account pursuant to this Section 4.7(d)(i) that an error has occurred and a Series 2003-1 Enhancement Deficiency or otherwiseAsset Amount Deficiency has occurred as a result of such release of funds, and (ii) delivering to the Master Servicer and shall, or shall direct the Trustee an Officer’s Certificate setting forth the amount of to, return such funds and stating that such funds shall be allocated to the Series 20102003-1 Available Subordinated Amount; provided, however, that RCFC shall have no obligation to so increase the Series 2010-1 Available Subordinated Amount at any time;
(vi) if, on any Payment Date during the Series 2010-1 Revolving Period, a Mandatory Decrease shall be required under Section 4A.3(a) of this Supplement and the amounts allocated to the Series 2010-1 Invested Amount under Section 4.7(a)(i)(2) are less than the amount of such required Decrease, then, in such event, any funds (A) on deposit in the Group V Collection Account that are allocable to the Retained Interest Amount or (B) on deposit in the Excess Funding Accounts for other Group V Series of Notes issued and outstanding under the Indenture which amounts are in excess of the amounts necessary to be on deposit in each such excess funding account in order that (x) no Asset Amount Deficiency shall occur, (y) no shortfall in the required level of enhancement for each such Group V Series of Notes shall occur, including any portion of such enhancement that is required to be in liquid funds, and (z) no Amortization Event or Potential Amortization Event for any such series shall occur (such amounts as are set forth in clauses (A) and (B) of this subparagraph (vi) being referred to herein as “Excess Amounts”) shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.7(a), to reduce the Series 2010-1 Invested Amount;
(vii) if, on any Payment Date during the Series 2010-1 Controlled Amortization Period, the amount allocated under Section 4.7(b)(i)(4) is insufficient to pay the Series 2010-1 Controlled Amortization Amount with respect to such Payment Date in full, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(ii)(2) to pay the remaining balance of the Series 2010-1 Controlled Amortization Amount for such Payment Date;
(viii) if, on any Payment Date during the Series 2010-1 Rapid Amortization Period, the amount allocated under Section 4.7(c)(i)(2) is insufficient to reduce the Series 2010-1 Invested Amount to zero, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(iii) to reduce the Series 2010-1 Invested Amount;
(ix) if an Insolvency Period has not commenced, amounts on deposit in the Series 2010-1 Cash Liquidity Account in excess of the Series 2010-1 Minimum Liquidity Amount on any Series 2010-1 Deposit Date may on such Series 2010-1 Deposit Date be withdrawn at the discretion of the Master Servicer from the Series 2010-1 Cash Liquidity Account and deposited into the Series 2010-1 Excess Funding Account; and
(x) if an Insolvency Period has commenced, amounts on deposit in the Series 2010-1 Cash Liquidity Account will be available to be transferred by the Trustee to the distribution accounts for application pursuant to Sections 4.8 and 4.9 hereof, as applicable.1
Appears in 1 contract
Samples: Series Supplement (Dollar Thrifty Automotive Group Inc)
Additional Allocations. Notwithstanding the foregoing provisions of this Section 4.7,, 45
(i) provided the Series 20102000-1 Rapid Amortization Period has not commenced, amounts allocated to the Series 20102000-1 Excess Funding Account in excess of the Series 2010-1 Cash Liquidity Amount, if any, and the Substitute Group V Exchanged Vehicle Proceeds Amount, if any, and that are not allocated required to making make payments under the Series 20102000-1 Notes pursuant hereto may, as and to the extent permitted in the related Supplements, be used to pay the principal amount of other Group V II Series of Notes that are then in amortization and, after such payment, any remaining funds may, at RCFC’s 's option, be (Ai) used to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease or (Bii) transferred, on any Payment Date, to the Retained Distribution Account, to the extent that the Retained Interest Amount equals or exceeds zero after giving effect to such payment and so long as no Series 20102000-1 Enhancement Deficiency or Asset Amount Deficiency exists or would result therefrom; provided, however, that funds remaining after the application of such funds to the payment of the principal amount of other Group V II Series of Notes that are in amortization and to the financing, refinancing or acquisition of Group V II Vehicles may be transferred to the Retained Distribution Account on a day other than a Payment Date if the Master Servicer furnishes to the Trustee an Officer’s 's Certificate to the effect that such transfer will not cause any of the foregoing deficiencies to occur either on the date that such transfer is made or, in the reasonable anticipation of the Master Servicer, on the next Payment Date. Funds in the Retained Distribution Account shall, at the option of DTAGRCFC, be available to finance, refinance or acquire Vehicles, to the extent Eligible Vehicles have been requested by any of the Lessees under the Master Lease to pay the Net Book Value of Vehicles being tendered for exchange of like-kind property into the Group V Collection AccountLease, or for distribution to the Retained Interestholder (including any advances made under the Demand Note or otherwise);
(ii) in the event that the Master Servicer is not DTAG or an Affiliate of DTAG, the Master Servicer shall not be entitled to withhold any amounts pursuant to Section 4.2(c) and the Trustee shall deposit amounts payable to DTAG in its capacity as the Master Servicer in the Group V II Collection Account pursuant to the provisions of Section 4.2 on each Series 20102000-1 Deposit Date;
(iii) any amounts withheld by the Master Servicer and not deposited in the Group V II Collection Account pursuant to Section 4.2(c) shall be deemed to be deposited in the Group V II Collection Account on the date such amounts are withheld for purposes of determining the amounts to be allocated pursuant to this Section 4.7;
(iv) if there is more than one Series of Group V II Series of Notes outstanding, then Sections 4.7(a)(i)(5), 4.7(b)(i)(5) and 4.7(c)(i)(34.7(b)(i)(3) above shall not be duplicative with any similar provisions contained in any other Supplement and the Retained Interestholder shall only be paid such amount once with respect to any Payment Date; and
(v) RCFC may, from time to time in its sole discretion, but with the consent of the Master Servicer (or, if DTAG is not the Master Servicer, with the consent of the Retained Interestholder) increase the Series 20102000-1 Available Subordinated Amount by (a) (i) allocating to the Series 20102000-1 Available Subordinated Amount Eligible Vehicles theretofore allocated to the Retained Interest and (ii) delivering to the Trustee an Officer’s 's Certificate affirming with respect to such Vehicles the representations and warranties set forth in Section 6.13 6.14 of the Base Indenture (and an Opinion of Counsel to the same effect) or (b) (i) depositing funds into the Series 20102000-1 Excess Funding Account by transfer from the Retained Distribution Account or otherwise, and (ii) delivering to the Master Servicer and the Trustee an Officer’s 's Certificate setting forth the amount of such funds and stating that such funds shall be allocated to the Series 20102000-1 Available Subordinated Amount; provided, however, that (x) RCFC shall have no obligation to so increase the Series 20102000-1 Available Subordinated Amount at any timetime and (y) RCFC may not increase the Series 2000-1 Available Subordinated Amount at any time if the amount of such increase, together with the sum of the amounts of all prior increases, if any, of the Series 2000-1 Available Subordinated Amount would exceed the applicable Series 2000-1 Available Subordinated Amount Maximum Increase, excluding from such calculation any increase in the Series 2000-1 Available Subordinated Amount (1) through Recoveries or from funds constituting repayments of principal under the Demand Note, or (2) relating to an increase in any component of the Minimum Enhancement Amount that results from (a) an increase in the ratio of Group II Vehicles that are Non-Program Vehicles to all Group II Vehicles, (b) a reduction in the aggregate amount of cash and Permitted Investments in the Group II Collection Account and the Master Collateral Account that are allocable to the Group II Series of Notes, or (c) a decrease in Market Value Adjustment Percentage;
(vi) ifIf, on any Payment Date during the Series 20102000-1 Revolving Period, a Mandatory Decrease shall be required under Section 4A.3(a) of this Supplement and the amounts allocated to the Series 20102000-1 Invested Amount under Section 4.7(a)(i)(2) are less than the amount of such required Decrease, then, in such event, any funds (Ai) on deposit in the Group V II Collection Account that which are allocable to the Retained Interest Amount or (Bii) on deposit in the Excess Funding Accounts excess funding accounts for other Group V II Series of Notes issued and outstanding under the Indenture which amounts are in excess of the amounts necessary to be on deposit in each such excess funding account in order that (x) no Asset Amount Deficiency shall occur, (y) no shortfall in the required level of enhancement for each such Group V II Series of Notes shall occur, including any portion of such enhancement that is required to be in liquid funds, and (z) no Amortization Event for any such series or Potential event that with the giving of notice or passage of time would become an Amortization Event for any such series shall occur Group II Series of Notes (such amounts as are set forth in clauses (Ai) and (Bii) of this subparagraph (vi) being referred to herein as “"Excess Amounts”") shall, in each such case, be deposited into the Series 20102000-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.7(a), to reduce the Series 20102000-1 Invested Amount;; and
(vii) ifIf, on any Payment Date during the Series 2010-1 Controlled Amortization Period, the amount allocated under Section 4.7(b)(i)(4) is insufficient to pay the Series 2010-1 Controlled Amortization Amount with respect to such Payment Date in full, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 2010-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(ii)(2) to pay the remaining balance of the Series 2010-1 Controlled Amortization Amount for such Payment Date;
(viii) if, on any Payment Date during the Series 20102000-1 Rapid Amortization Period, the amount allocated under Section 4.7(c)(i)(24.7(b)(i)(2) is insufficient to reduce the Series 20102000-1 Invested Amount to zero, then, in such event, any funds constituting Excess Amounts shall, in each such case, be deposited into the Series 20102000-1 Distribution Account as Principal Collections in an aggregate amount up to the amount of any such deficiency and shall be used, in accordance with Section 4.10(a)(iii4.10(a)(ii) to reduce the Series 20102000-1 Invested Amount;
(ix) if an Insolvency Period has not commenced, amounts on deposit in the Series 2010-1 Cash Liquidity Account in excess of the Series 2010-1 Minimum Liquidity Amount on any Series 2010-1 Deposit Date may on such Series 2010-1 Deposit Date be withdrawn at the discretion of the Master Servicer from the Series 2010-1 Cash Liquidity Account and deposited into the Series 2010-1 Excess Funding Account; and
(x) if an Insolvency Period has commenced, amounts on deposit in the Series 2010-1 Cash Liquidity Account will be available to be transferred by the Trustee to the distribution accounts for application pursuant to Sections 4.8 and 4.9 hereof, as applicable.
Appears in 1 contract
Samples: Supplement to Base Indenture (Dollar Thrifty Automotive Group Inc)