Common use of Additional Liquidation Events Clause in Contracts

Additional Liquidation Events. If any one of the events ----------------------------- specified in Section 9.01 of the Agreement (after any grace periods or consents applicable thereto) or any one of the following events shall occur during either the Revolving Period or the Accumulation Period with respect to the Series 1997- T Certificates: (a) failure on the part of the Seller (i) to make any payment or deposit required by the terms of the Agreement or this Series Supplement on or before five Business Days after the date such payment or deposit is required to be made therein or herein, or (ii) duly to observe or perform in any material respect the covenant of the Seller set forth in subsection 2.08(b) of the Agreement, or (iii) duly to observe or perform in any material respect any other covenants or agreements of the Seller set forth in the Agreement or this Series Supplement, which, in the case of clause (iii), continues unremedied for a period of 60 days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Seller by the Trustee, or to the Seller and the Trustee by a Rating Agency, the Collateral Interest Holder or the Holders of Class A Certificates evidencing Undivided Interests aggregating not less than 10% of the Class A Invested Amount; (b) any representation or warranty made by the Seller in the Agreement or this Series Supplement or any information contained in a computer file or microfiche list required to be delivered by the Seller pursuant to Section 2.01 or 2.05 of the Agreement shall prove to have been incorrect in any material respect when made or when delivered, which continues to be incorrect in any material respect for a period of 60 days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Seller by the Trustee, or to the Seller and the Trustee by a Rating Agency, the Collateral Interest Holder or the Holders of Class A Certificates evidencing Undivided Interests aggregating not less than 10% of the Class A Invested Amount and as a result of which the interests of the Series 1997-T Certificateholders are materially and adversely affected; provided, however, that a Liquidation Event pursuant to this -------- ------- subparagraph 9(b) shall not be deemed to have occurred hereunder with respect to the Series 1997-T Certificates if the Seller has accepted the transfer of the related Receivable, or all of such Receivables, if applicable, during such period (or such longer period as the Trustee may specify), in accordance with the provisions hereof; (c) the average Portfolio Yield (the calculation of which shall include, without limitation, the Interchange Amount as a component of Finance Charge Receivables) for any three consecutive Due Periods shall be less than the average of the Base Rates for the related Interest Periods; (d) the Seller shall fail to convey Additional Accounts to the Trust, as required by subsection 2.05(a) of the Agreement, (i) in the case of the calculation provided in subsection 2.05(a)(1) of the Agreement 10 days after the failure to meet such calculation or (ii) in the case of the calculation provided in subsection 2.05(a)(2) of the Agreement immediately upon the occurrence of the failure to meet such calculation; (e) the Class A Invested Amount shall not be paid in full on the Class A Scheduled Payment Date; or (f) any Servicer Default shall occur which would have a material adverse effect on the Series 1997-T Certificateholders; then, (y) in the case of any event described in subparagraph (a), (b) or (f), after any applicable grace period set forth in or applicable to such subparagraph, either the Trustee or the Holders of Series 1997-T Certificates evidencing Undivided Interests aggregating not less than 50% of the Invested Amount of the Series 1997-T Certificates by notice then given in writing to the Seller and the Servicer (and to the Trustee if given by the Series 1997-T Certificateholders) may declare that a liquidation event (a "Liquidation Event") has occurred with respect to the Series 1997-T Certificates as of the date of such notice, and (z) in the case of subparagraph (c), (d) or (e) (or any of the events specified in Section 9.01 of the Agreement), a Liquidation Event with respect to such Series 1997-T Certificates shall occur without any notice or other action on the part of the Trustee or all investor certificateholders or the Series 1997-T Certificateholders, as applicable, immediately upon the occurrence of such event.

Additional Liquidation Events. If any one of the events ----------------------------- specified in Section 9.01 of the Agreement (after any grace periods or consents applicable thereto) or any one of the following events shall occur during either the Revolving Period or the Accumulation Period with respect to the Series 1997- T 1998- Certificates: (a) failure on the part of the Seller (i) to make any payment or deposit required by the terms of the Agreement or this Series Supplement on or before five Business Days after the date such payment or deposit is required to be made therein or herein, or (ii) duly to observe or perform in any material respect the covenant of the Seller set forth in subsection 2.08(b) of the Agreement, or (iii) duly to observe or perform in any material respect any other covenants or agreements of the Seller set forth in the Agreement or this Series Supplement, which, in the case of clause (iii), continues unremedied for a period of 60 days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Seller by the Trustee, or to the Seller and the Trustee by a Rating Agency, the Collateral Interest Holder or the Holders of Class A Certificates evidencing Undivided Interests aggregating not less than 10% of the Class A Invested Amount; (b) any representation or warranty made by the Seller in the Agreement or this Series Supplement or any information contained in a computer file or microfiche list required to be delivered by the Seller pursuant to Section 2.01 or 2.05 of the Agreement shall prove to have been incorrect in any material respect when made or when delivered, which continues to be incorrect in any material respect for a period of 60 days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Seller by the Trustee, or to the Seller and the Trustee by a Rating Agency, the Collateral Interest Holder or the Holders of Class A Certificates evidencing Undivided Interests aggregating not less than 10% of the Class A Invested Amount and as a result of which the interests of the Series 1997-T 1998- Certificateholders are materially and adversely affected; provided, however, that a Liquidation -------- ------- Event pursuant to this -------- ------- subparagraph 9(b) shall not be deemed to have occurred hereunder with respect to the Series 1997-T 1998- Certificates if the Seller has accepted the transfer of the related Receivable, or all of such Receivables, if applicable, during such period (or such longer period as the Trustee may specify), in accordance with the provisions hereof; (c) the average Portfolio Yield (the calculation of which shall include, without limitation, the Interchange Amount as a component of Finance Charge Receivables) for any three consecutive Due Periods shall be less than the average of the Base Rates for the related Interest Periods; (d) the Seller shall fail to convey Additional Accounts to the Trust, as required by subsection 2.05(a) of the Agreement, (i) in the case of the calculation provided in subsection 2.05(a)(1) of the Agreement 10 days after the failure to meet such calculation or (ii) in the case of the calculation provided in subsection 2.05(a)(2) of the Agreement immediately upon the occurrence of the failure to meet such calculation; (e) the Class A Invested Amount shall not be paid in full on the Class A Scheduled Payment Date; or (f) any Servicer Default shall occur which would have a material adverse effect on the Series 1997-T 1998- Certificateholders; then, (y) in the case of any event described in subparagraph (a), (b) or (f), after any applicable grace period set forth in or applicable to such subparagraph, either the Trustee or the Holders of Series 1997-T 1998- Certificates evidencing Undivided Interests aggregating not less than 50% of the Invested Amount of the Series 1997-T 1998- Certificates by notice then given in writing to the Seller and the Servicer (and to the Trustee if given by the Series 1997-T 1998- Certificateholders) may declare that a liquidation event (a "Liquidation Event") has occurred with respect to the Series 1997-T 1998- Certificates as of the date of such notice, and (z) in the case of subparagraph (c), (d) or (e) (or any of the events specified in Section 9.01 of the Agreement), a Liquidation Event with respect to such Series 1997-T 1998- Certificates shall occur without any notice or other action on the part of the Trustee or all investor certificateholders or the Series 1997-T 1998- Certificateholders, as applicable, immediately upon the occurrence of such event.

Additional Liquidation Events. If any one of the events ----------------------------- specified in Section 9.01 of the Agreement (after any grace periods or consents applicable thereto) or any one of the following events shall occur during either the Revolving Period or the Accumulation Period with respect to the Series 1997- T U Certificates: (a) failure on the part of the Seller (i) to make any payment or deposit required by the terms of the Agreement or this Series Supplement on or before five Business Days after the date such payment or deposit is required to be made therein or herein, or (ii) duly to observe or perform in any material respect the covenant of the Seller set forth in subsection 2.08(b) of the Agreement, or (iii) duly to observe or perform in any material respect any other covenants or agreements of the Seller set forth in the Agreement or this Series Supplement, which, in the case of clause (iii), continues unremedied for a period of 60 days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Seller by the Trustee, or to the Seller and the Trustee by a Rating Agency, the Collateral Interest Holder or the Holders of Class A Certificates evidencing Undivided Interests aggregating not less than 10% of the Class A Invested Amount; (b) any representation or warranty made by the Seller in the Agreement or this Series Supplement or any information contained in a computer file or microfiche list required to be delivered by the Seller pursuant to Section 2.01 or 2.05 of the Agreement shall prove to have been incorrect in any material respect when made or when delivered, which continues to be incorrect in any material respect for a period of 60 days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Seller by the Trustee, or to the Seller and the Trustee by a Rating Agency, the Collateral Interest Holder or the Holders of Class A Certificates evidencing Undivided Interests aggregating not less than 10% of the Class A Invested Amount and as a result of which the interests of the Series 1997-T U Certificateholders are materially and adversely affected; provided, however, that a Liquidation Event pursuant to this -------- ------- subparagraph 9(b) shall not be deemed to have occurred hereunder with respect to the Series 1997-T U Certificates if the Seller has accepted the transfer of the related Receivable, or all of such Receivables, if applicable, during such period (or such longer period as the Trustee may specify), in accordance with the provisions hereof; (c) the average Portfolio Yield (the calculation of which shall include, without limitation, the Interchange Amount as a component of Finance Charge Receivables) for any three consecutive Due Periods shall be less than the average of the Base Rates for the related Interest Periods; (d) the Seller shall fail to convey Additional Accounts to the Trust, as required by subsection 2.05(a) of the Agreement, (i) in the case of the calculation provided in subsection 2.05(a)(1) of the Agreement 10 days after the failure to meet such calculation or (ii) in the case of the calculation provided in subsection 2.05(a)(2) of the Agreement immediately upon the occurrence of the failure to meet such calculation; (e) the Class A Invested Amount shall not be paid in full on the Class A Scheduled Payment Date; or (f) any Servicer Default shall occur which would have a material adverse effect on the Series 1997-T U Certificateholders; then, (y) in the case of any event described in subparagraph (a), (b) or (f), after any applicable grace period set forth in or applicable to such subparagraph, either the Trustee or the Holders of Series 1997-T U Certificates evidencing Undivided Interests aggregating not less than 50% of the Invested Amount of the Series 1997-T U Certificates by notice then given in writing to the Seller and the Servicer (and to the Trustee if given by the Series 1997-T U Certificateholders) may declare that a liquidation event (a "Liquidation Event") has occurred with respect to the Series 1997-T U Certificates as of the date of such notice, and (z) in the case of subparagraph (c), (d) or (e) (or any of the events specified in Section 9.01 of the Agreement), a Liquidation Event with respect to such Series 1997-T U Certificates shall occur without any notice or other action on the part of the Trustee or all investor certificateholders or the Series 1997-T U Certificateholders, as applicable, immediately upon the occurrence of such event.

Additional Liquidation Events. If any one of the events ----------------------------- specified in Section 9.01 of the Agreement (after any grace periods or consents applicable thereto) or any one of the following events shall occur during either the Revolving Period or the Accumulation Period with respect to the Series 1997- T 1998- V Certificates: (a) failure on the part of the Seller (i) to make any payment or deposit required by the terms of the Agreement or this Series Supplement on or before five Business Days after the date such payment or deposit is required to be made therein or herein, or (ii) duly to observe or perform in any material respect the covenant of the Seller set forth in subsection 2.08(b) of the Agreement, or (iii) duly to observe or perform in any material respect any other covenants or agreements of the Seller set forth in the Agreement or this Series Supplement, which, in the case of clause (iii), continues unremedied for a period of 60 days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Seller by the Trustee, or to the Seller and the Trustee by a Rating Agency, the Collateral Interest Holder or the Holders of Class A Certificates evidencing Undivided Interests aggregating not less than 10% of the Class A Invested Amount; (b) any representation or warranty made by the Seller in the Agreement or this Series Supplement or any information contained in a computer file or microfiche list required to be delivered by the Seller pursuant to Section 2.01 or 2.05 of the Agreement shall prove to have been incorrect in any material respect when made or when delivered, which continues to be incorrect in any material respect for a period of 60 days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Seller by the Trustee, or to the Seller and the Trustee by a Rating Agency, the Collateral Interest Holder or the Holders of Class A Certificates evidencing Undivided Interests aggregating not less than 10% of the Class A Invested Amount and as a result of which the interests of the Series 19971998-T V Certificateholders are materially and adversely affected; provided, however, that a Liquidation Event pursuant to this -------- ------- subparagraph 9(b) shall not be deemed to have occurred hereunder with respect to the Series 19971998-T V Certificates if the Seller has accepted the transfer of the related Receivable, or all of such Receivables, if applicable, during such period (or such longer period as the Trustee may specify), in accordance with the provisions hereof; (c) the average Portfolio Yield (the calculation of which shall include, without limitation, the Interchange Amount as a component of Finance Charge Receivables) for any three consecutive Due Periods shall be less than the average of the Base Rates for the related Interest Periods; (d) the Seller shall fail to convey Additional Accounts to the Trust, as required by subsection 2.05(a) of the Agreement, (i) in the case of the calculation provided in subsection 2.05(a)(1) of the Agreement 10 days after the failure to meet such calculation or (ii) in the case of the calculation provided in subsection 2.05(a)(2) of the Agreement immediately upon the occurrence of the failure to meet such calculation; (e) the Class A Invested Amount shall not be paid in full on the Class A Scheduled Payment Date; or (f) any Servicer Default shall occur which would have a material adverse effect on the Series 19971998-T V Certificateholders; then, (y) in the case of any event described in subparagraph (a), (b) or (f), after any applicable grace period set forth in or applicable to such subparagraph, either the Trustee or the Holders of Series 19971998-T V Certificates evidencing Undivided Interests aggregating not less than 50% of the Invested Amount of the Series 19971998-T Certificates V Certifi- xxxxx by notice then given in writing to the Seller and the Servicer (and to the Trustee if given by the Series 19971998-T V Certificateholders) may declare that a liquidation event (a "Liquidation Event") has occurred with respect to the Series 19971998-T V Certificates as of the date of such notice, and (z) in the case of subparagraph (c), (d) or (e) (or any of the events specified in Section 9.01 of the Agreement), a Liquidation Event with respect to such Series 19971998-T V Certificates shall occur without any notice or other action on the part of the Trustee or all investor certificateholders or the Series 19971998-T V Certificateholders, as applicable, immediately upon the occurrence of such event.

Additional Liquidation Events. If any one of the events ----------------------------- specified in Section 9.01 of the Agreement (after any grace periods or consents applicable thereto) or any one of the following events shall occur during either the Revolving Period or the Accumulation Period with respect to the Series 1997- T 1999- X Certificates: (a) failure on the part of the Seller (i) to make any payment or deposit required by the terms of the Agreement or this Series Supplement on or before five Business Days after the date such payment or deposit is required to be made therein or herein, or (ii) duly to observe or perform in any material respect the covenant of the Seller set forth in subsection 2.08(b) of the Agreement, or (iii) duly to observe or perform in any material respect any other covenants or agreements of the Seller set forth in the Agreement or this Series Supplement, which, in the case of clause (iii), continues unremedied for a period of 60 days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Seller by the Trustee, or to the Seller and the Trustee by a Rating Agency, the Collateral Interest Holder or the Holders of Class A Certificates evidencing Undivided Interests aggregating not less than 10% of the Class A Invested Amount; (b) any representation or warranty made by the Seller in the Agreement or this Series Supplement or any information contained in a computer file or microfiche list required to be delivered by the Seller pursuant to Section 2.01 or 2.05 of the Agreement shall prove to have been incorrect in any material respect when made or when delivered, which continues to be incorrect in any material respect for a period of 60 days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Seller by the Trustee, or to the Seller and the Trustee by a Rating Agency, the Collateral Interest Holder or the Holders of Class A Certificates evidencing Undivided Interests aggregating not less than 10% of the Class A Invested Amount and as a result of which the interests of the Series 19971999-T X Certificateholders are materially and adversely affected; provided, however, -------- ------- that a Liquidation Event pursuant to this -------- ------- subparagraph 9(b) shall not be deemed to have occurred hereunder with respect to the Series 19971999-T X Certificates if the Seller has accepted the transfer of the related Receivable, or all of such Receivables, if applicable, during such period (or such longer period as the Trustee may specify), in accordance with the provisions hereof; (c) the average Portfolio Yield (the calculation of which shall include, without limitation, the Interchange Amount as a component of Finance Charge Receivables) for any three consecutive Due Periods shall be less than the average of the Base Rates for the related Interest Periods; (d) the Seller shall fail to convey Additional Accounts to the Trust, as required by subsection 2.05(a) of the Agreement, (i) in the case of the calculation provided in subsection 2.05(a)(1) of the Agreement 10 days after the failure to meet such calculation or (ii) in the case of the calculation provided in subsection 2.05(a)(2) of the Agreement immediately upon the occurrence of the failure to meet such calculation; (e) the Class A Invested Amount shall not be paid in full on the Class A Scheduled Payment Date; or (f) any Servicer Default shall occur which would have a material adverse effect on the Series 19971999-T X Certificateholders; then, (y) in the case of any event described in subparagraph (a), (b) or (f), after any applicable grace period set forth in or applicable to such subparagraph, either the Trustee or the Holders of Series 19971999-T X Certificates evidencing Undivided Interests aggregating not less than 50% of the Invested Amount of the Series 19971999-T X Certificates by notice then given in writing to the Seller and the Servicer (and to the Trustee if given by the Series 19971999-T X Certificateholders) may declare that a liquidation event (a "Liquidation Event") has occurred with respect to the Series 19971999-T X Certificates as of the date of such notice, and (z) in the case of subparagraph (c), (d) or (e) (or any of the events specified in Section 9.01 of the Agreement), a Liquidation Event with respect to such Series 19971999-T X Certificates shall occur without any notice or other action on the part of the Trustee or all investor certificateholders or the Series 19971999-T X Certificateholders, as applicable, immediately upon the occurrence of such event.

Additional Liquidation Events. If any one of the events ----------------------------- specified in Section 9.01 of the Agreement (after any grace periods or consents applicable thereto) or any one of the following events shall occur during either the Revolving Period or the Accumulation Amortization Period with respect to the Series 1997- T 1996- R Certificates: (a) failure on the part of the Seller (i) to make any payment or deposit required by the terms of the Agreement or this Series Supplement on or before five Business Days after the date such payment or deposit is required to be made therein or herein, or (ii) duly to observe or perform in any material respect the covenant of the Seller set forth in subsection 2.08(b) of the Agreement, or (iii) duly to observe or perform in any material respect any other covenants or agreements of the Seller set forth in the Agreement or this Series Supplement, which, in the case of clause (iii), continues unremedied for a period of 60 days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Seller by the Trustee, or to the Seller and the Trustee by a Rating Agency, the Collateral Interest Holder or the Holders of Class A Certificates evidencing Undivided Interests aggregating not less than 10% of the Class A Invested Amount; (b) any representation or warranty made by the Seller in the Agreement or this Series Supplement or any information contained in a computer file or microfiche list required to be delivered by the Seller pursuant to Section 2.01 or 2.05 of the Agreement shall prove to have been incorrect in any material respect when made or when delivered, which continues to be incorrect in any material respect for a period of 60 days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Seller by the Trustee, or to the Seller and the Trustee by a Rating Agency, the Collateral Interest Holder or the Holders of Class A Certificates evidencing Undivided Interests aggregating not less than 10% of the Class A Invested Amount and as a result of which the interests of the Series 19971996-T R Certificateholders are materially and adversely affected; provided, however, -------- ------- that a Liquidation Event pursuant to this -------- ------- subparagraph 9(b) shall not be deemed to have occurred hereunder with respect to the Series 19971996-T R Certificates if the Seller has accepted the transfer of the related Receivable, or all of such Receivables, if applicable, during such period (or such longer period as the Trustee may specify), in accordance with the provisions hereof; (c) the average Portfolio Yield (the calculation of which shall include, without limitation, include the Interchange Amount as a component of Finance Charge Receivables) for any three consecutive Due Periods shall be less than the average of the Base Rates for the related Interest Periods; (d) the Seller shall fail to convey Additional Accounts to the Trust, as required by subsection 2.05(a) of the Agreement, (i) in the case of the calculation provided in subsection 2.05(a)(1) of the Agreement 10 days after the failure to meet such calculation or (ii) in the case of the calculation provided in subsection 2.05(a)(2) of the Agreement immediately upon the occurrence of the failure to meet such calculation; (e) the Class A Invested Amount shall not be paid in full on the Class A Scheduled Payment Expected Final Distribution Date; or (f) any Servicer Default shall occur which would have a material adverse effect on the Series 19971996-T R Certificateholders; then, (y) in the case of any event described in subparagraph (a), (b) or (f), after any applicable grace period set forth in or applicable to such subparagraph, either the Trustee or the Holders of Series 19971996-T R Certificates evidencing Undivided Interests aggregating not less than 50% of the Invested Amount of the Series 19971996-T R Certificates by notice then given in writing to the Seller and the Servicer (and to the Trustee if given by the Series 19971996-T R Certificateholders) may declare that a liquidation event (a "Liquidation Event") has occurred with respect to the Series 19971996-T R Certificates as of the date of such notice, and (z) in the case of subparagraph (c), (d) or (e) (or any of the events specified in Section 9.01 of the Agreement), a Liquidation Event with respect to such Series 19971996-T R Certificates shall occur without any notice or other action on the part of the Trustee or all investor certificateholders or the Series 19971996-T R Certificateholders, as applicable, immediately upon the occurrence of such event.

Additional Liquidation Events. If any one of the events ----------------------------- specified in Section 9.01 of the Agreement (after any grace periods or consents applicable thereto) or any one of the following events shall occur during either the Revolving Period or the Accumulation Amortization Period with respect to the Series 1997- T Certificates0000- X Xxxxxxxxxxxx: (a) failure on the part of the Seller (i) to make any payment or deposit required by the terms of the Agreement or this Series Supplement on or before five Business Days after the date such payment or deposit is required to be made therein or herein, or (ii) duly to observe or perform in any material respect the covenant of the Seller set forth in subsection 2.08(b) of the Agreement, or (iii) duly to observe or perform in any material respect any other covenants or agreements of the Seller set forth in the Agreement or this Series Supplement, which, in the case of clause (iii), continues unremedied for a period of 60 days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Seller by the Trustee, or to the Seller and the Trustee by a Rating Agency, the Collateral Interest Holder or the Holders of Class A Certificates evidencing Undivided Interests aggregating not less than 10% of the Class A Invested Amount; (b) any representation or warranty made by the Seller in the Agreement or this Series Supplement or any information contained in a computer file or microfiche list required to be delivered by the Seller pursuant to Section 2.01 or 2.05 of the Agreement shall prove to have been incorrect in any material respect when made or when delivered, which continues to be incorrect in any material respect for a period of 60 days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Seller by the Trustee, or to the Seller and the Trustee by a Rating Agency, the Collateral Interest Holder or the Holders of Class A Certificates evidencing Undivided Interests aggregating not less than 10% of the Class A Invested Amount and as a result of which the interests of the Series 19971996-T S Certificateholders are materially and adversely affected; provided, however, -------- ------- that a Liquidation Event pursuant to this -------- ------- subparagraph 9(b) shall not be deemed to have occurred hereunder with respect to the Series 19971996-T S Certificates if the Seller has accepted the transfer of the related Receivable, or all of such Receivables, if applicable, during such period (or such longer period as the Trustee may specify), in accordance with the provisions hereof; (c) the average Portfolio Yield (the calculation of which shall include, without limitation, include the Interchange Amount as a component of Finance Charge Receivables) for any three consecutive Due Periods shall be less than the average of the Base Rates for the related Interest Periods; (d) the Seller shall fail to convey Additional Accounts to the Trust, as required by subsection 2.05(a) of the Agreement, (i) in the case of the calculation provided in subsection 2.05(a)(1) of the Agreement 10 days after the failure to meet such calculation or (ii) in the case of the calculation provided in subsection 2.05(a)(2) of the Agreement immediately upon the occurrence of the failure to meet such calculation; (e) the Class A Invested Amount shall not be paid in full on the Class A Scheduled Payment Expected Final Distribution Date; or (f) any Servicer Default shall occur which would have a material adverse effect on the Series 19971996-T S Certificateholders; then, (y) in the case of any event described in subparagraph (a), (b) or (f), after any applicable grace period set forth in or applicable to such subparagraph, either the Trustee or the Holders of Series 19971996-T S Certificates evidencing Undivided Interests aggregating not less than 50% of the Invested Amount of the Series 19971996-T S Certificates by notice then given in writing to the Seller and the Servicer (and to the Trustee if given by the Series 19971996-T S Certificateholders) may declare that a liquidation event (a "Liquidation Event") has occurred with respect to the Series 19971996-T S Certificates as of the date of such notice, and (z) in the case of subparagraph (c), (d) or (e) (or any of the events specified in Section 9.01 of the Agreement), a Liquidation Event with respect to such Series 19971996-T S Certificates shall occur without any notice or other action on the part of the Trustee or all investor certificateholders or the Series 19971996-T S Certificateholders, as applicable, immediately upon the occurrence of such event.

Additional Liquidation Events. If any one of the events ----------------------------- specified in Section 9.01 of the Agreement (after any grace periods or consents applicable thereto) or any one of the following events shall occur during either the Revolving Period or the Accumulation Amortization Period with respect to the Series 1997- T 1996- Q Certificates: (a) failure on the part of the Seller (i) to make any payment or deposit required by the terms of the Agreement or this Series Supplement on or before five Business Days after the date such payment or deposit is required to be made therein or herein, or (ii) duly to observe or perform in any material respect the covenant of the Seller set forth in subsection 2.08(b) of the Agreement, or (iii) duly to observe or perform in any material respect any other covenants or agreements of the Seller set forth in the Agreement or this Series SupplementSupple- ment, which, in the case of clause (iii), continues unremedied un remedied for a period of 60 days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Seller by the Trustee, or to the Seller and the Trustee by a Rating Agency, the Collateral Interest Holder or the Holders of Class A Certificates evidencing Undivided Interests aggregating not less than 10% of the Class A Invested Amount; (b) any representation or warranty made by the Seller in the Agreement or this Series Supplement or any information contained in a computer file or microfiche list required to be delivered by the Seller pursuant to Section 2.01 or 2.05 of the Agreement shall prove to have been incorrect in any material respect when made or when delivered, which continues to be incorrect in any material respect for a period of 60 days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Seller by the Trustee, or to the Seller and the Trustee by a Rating Agency, the Collateral Interest Holder or the Holders of Class A Certificates evidencing Undivided Interests aggregating not less than 10% of the Class A Invested Amount and as a result of which the interests of the Series 19971996-T Q Certificateholders are materially and adversely affected; provided, however, -------- ------- that a Liquidation Event pursuant to this -------- ------- subparagraph 9(b) shall not be deemed to have occurred hereunder with respect to the Series 19971996-T Q Certificates if the Seller has accepted the transfer of the related Receivable, or all of such ReceivablesRe- ceivables, if applicable, during such period (or such longer period as the Trustee may specify), in accordance with the provisions hereof; (c) the average Portfolio Yield (the calculation of which shall include, without limitation, include the Interchange Amount as a component of Finance Charge Receivables) for any three consecutive Due Periods shall be less than the average of the Base Rates for the related Interest Periods; (d) the Seller shall fail to convey Additional Accounts to the Trust, as required by subsection 2.05(a) of the Agreement, (i) in the case of the calculation provided in subsection 2.05(a)(1) of the Agreement 10 days after the failure to meet such calculation or (ii) in the case of the calculation provided in subsection 2.05(a)(2) of the Agreement immediately upon the occurrence of the failure to meet such calculation; (e) the Class A Invested Amount shall not be paid in full on the Class A Scheduled Payment Expected Final Distribution Date; or (f) any Servicer Default shall occur which would have a material adverse effect on the Series 19971996-T Q Certificateholders; then, (y) in the case of any event described in subparagraph subpara graph (a), (b) or (f), after any applicable grace period set forth in or applicable to such subparagraph, either the Trustee or the Holders of Series 19971996-T Q Certificates evidencing Undivided Interests aggregating not less than 50% of the Invested Amount of the Series 19971996-T Q Certificates by notice then given in writing to the Seller and the Servicer (and to the Trustee if given by the Series 19971996-T Q Certificateholders) may declare that a liquidation event (a "Liquidation Event") has occurred with respect to the Series 19971996-T Q Certificates as of the date of such notice, and (z) in the case of subparagraph (c), (d) or (e) (or any of the events specified in Section 9.01 of the Agreement), a Liquidation Event with respect to such Series 19971996-T Q Certificates shall occur without any notice or other action on the part of the Trustee or all investor certificateholders or the Series 19971996-T CertificateholdersQ Certificate holders, as applicable, immediately upon the occurrence of such event.

Additional Liquidation Events. If any one of the events ----------------------------- specified in Section 9.01 of the Agreement (after any grace periods or consents applicable thereto) or any one of the following events shall occur during either the Revolving Period or the Accumulation Period with respect to the Series 1997- T 1999-Y Certificates: (a) failure on the part of the Seller (i) to make any payment or deposit required by the terms of the Agreement or this Series Supplement on or before five Business Days after the date such payment or deposit is required to be made therein or herein, or (ii) duly to observe or perform in any material respect the covenant of the Seller set forth in subsection 2.08(b) of the Agreement, or (iii) duly to observe or perform in any material respect any other covenants or agreements of the Seller set forth in the Agreement or this Series Supplement, which, in the case of clause (iii), continues unremedied for a period of 60 days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Seller by the Trustee, or to the Seller and the Trustee by a Rating Agency, the Collateral Interest Holder or the Holders of Class A Certificates evidencing Undivided Interests aggregating not less than 10% of the Class A Invested Amount; (b) any representation or warranty made by the Seller in the Agreement or this Series Supplement or any information contained in a computer file or microfiche list required to be delivered by the Seller pursuant to Section 2.01 or 2.05 of the Agreement shall prove to have been incorrect in any material respect when made or when delivered, which continues to be incorrect in any material respect for a period of 60 days after the date on which written notice of such failure, requiring the same to be remedied, shall have been given to the Seller by the Trustee, or to the Seller and the Trustee by a Rating Agency, the Collateral Interest Holder or the Holders of Class A Certificates evidencing Undivided Interests aggregating not less than 10% of the Class A Invested Amount and as a result of which the interests of the Series 19971999-T Y Certificateholders are materially and adversely affected; provided, however, -------- ------- that a Liquidation Event pursuant to this -------- ------- subparagraph 9(b) shall not be deemed to have occurred hereunder with respect to the Series 19971999-T Y Certificates if the Seller has accepted the transfer of the related Receivable, or all of such Receivables, if applicable, during such period (or such longer period as the Trustee may specify), in accordance with the provisions hereof; (c) the average Portfolio Yield (the calculation of which shall include, without limitation, the Interchange Amount as a component of Finance Charge Receivables) for any three consecutive Due Periods shall be less than the average of the Base Rates for the related Interest Periods; (d) the Seller shall fail to convey Additional Accounts to the Trust, as required by subsection 2.05(a) of the Agreement, (i) in the case of the calculation provided in subsection 2.05(a)(1) of the Agreement 10 days after the failure to meet such calculation or (ii) in the case of the calculation provided in subsection 2.05(a)(2) of the Agreement immediately upon the occurrence of the failure to meet such calculation; (e) the Class A Invested Amount shall not be paid in full on the Class A Scheduled Payment Date; or (f) any Servicer Default shall occur which would have a material adverse effect on the Series 19971999-T Y Certificateholders; then, (y) in the case of any event described in subparagraph (a), (b) or (f), after any applicable grace period set forth in or applicable to such subparagraph, either the Trustee or the Holders of Series 19971999-T Y Certificates evidencing Undivided Interests aggregating not less than 50% of the Invested Amount of the Series 19971999-T Y Certificates by notice then given in writing to the Seller and the Servicer (and to the Trustee if given by the Series 19971999-T Y Certificateholders) may declare that a liquidation event (a "Liquidation Event") has occurred with respect to the Series 19971999-T Y Certificates as of the date of such notice, and (z) in the case of subparagraph (c), (d) or (e) (or any of the events specified in Section 9.01 of the Agreement), a Liquidation Event with respect to such Series 19971999-T Y Certificates shall occur without any notice or other action on the part of the Trustee or all investor certificateholders or the Series 19971999-T Y Certificateholders, as applicable, immediately upon the occurrence of such event.