Common use of Additional Rapid Amortization Events Clause in Contracts

Additional Rapid Amortization Events. If any one of the following events shall occur: (a) failure on the part of the Seller (i) to make any payment or deposit required by the terms of this Agreement or the Pooling and Servicing Agreement on or before the date occurring five Business Days after the date such payment or deposit is required to be made or (ii) duly to observe or perform in any material respect any other material covenants or agreements of the Seller set forth in this Agreement or the Pooling and Servicing Agreement, which 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 the Investor Certificateholders evidencing Fractional Undivided Interests aggregating not less than 25% of the Class Invested Amount of any Class of any Series materially adversely affected thereby; (b) any representation or warranty made by the Seller in this Agreement or the Pooling and Servicing Agreement or any information contained in Schedule 1 of the Pooling and Servicing Agreement shall prove to have been incorrect in any material respect when made or when delivered, which representation, warranty or Schedule 1 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 the Holders of Investor Certificates evidencing Fractional Undivided Interests aggregating not less than 25% of the Class Invested Amount of any Class of any Series materially adversely affected thereby; (c) the Seller shall become unable for any reason to transfer Receivables to the Trust in accordance with the provisions of the Pooling and Servicing Agreement and such inability shall continue for five Business Days; (d) any Servicer Termination Event shall occur that would have a material adverse effect on the Investor Certificateholders; (e) the Trust shall become an "investment company" within the meaning of the Investment Company Act of 1940, as amended; (f) the amount of Principal Receivables in the Trust at the end of any Due Period shall be less than the Minimum Principal Receivables Balance and the Seller shall have failed to assign Principal Receivables in Additional Accounts or Participation Interests to the Trust on behalf of the Seller in at least the amount of such deficiency by the Distribution Date related to the second subsequent Due Period (for purposes of this clause (f) the amount of Principal Receivables in Additional Accounts shall be determined as of the last day of the Due Period preceding the assignment of such Principal Receivables to the Trust); or (g) there shall have been three Distribution Dates on which the Net Yield is less than the Base Rate since the later of the Series Closing Date or the last Distribution Date on which the Investor Loss for each Class of the Series equaled zero; then

Additional Rapid Amortization Events. If any one of the following events shall occur: (a) failure on the part of the Seller (i) to make any payment or deposit required by the terms of this Agreement or the Pooling and Servicing Agreement on or before the date occurring five Business Days after the date such payment or deposit is required to be made or (ii) duly to observe or perform in any material respect any other material covenants or agreements of the Seller set forth in this Agreement or the Pooling and Servicing Agreement, which 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 the Investor Certificateholders evidencing Fractional Undivided Interests aggregating not less than 25% of the Class Invested Amount of any Class of any Series materially adversely affected thereby; (b) any representation or warranty made by the Seller in this Agreement or the Pooling and Servicing Agreement or any information contained in Schedule 1 of the Pooling and Servicing Agreement shall prove to have been incorrect in any material respect when made or when delivered, which representation, warranty or Schedule 1 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 the Holders of Investor Certificates evidencing Fractional Undivided Interests aggregating not less than 25% of the Class Invested Amount of any Class of any Series materially adversely affected thereby; (c) the Seller shall become unable for any reason to transfer Receivables to the Trust in accordance with the provisions of the Pooling and Servicing Agreement and such inability shall continue for five Business DaysDays ; (d) any Servicer Termination Event shall occur that would have a material adverse effect on the Investor Certificateholders; (e) the Trust shall become an "investment company" within the meaning of the Investment Company Act of 1940, as amended; (f) the amount of Principal Receivables in the Trust at the end of any Due Period shall be less than the Minimum Principal Receivables Balance and the Seller shall have failed to assign Principal Receivables in Additional Accounts or Participation Interests to the Trust on behalf of the Seller in at least the amount of such deficiency by the Distribution Date related to the second subsequent Due Period (for purposes of this clause (f) the amount of Principal Receivables in Additional Accounts shall be determined as of the last day of the Due Period preceding the assignment of such Principal Receivables to the Trust); or (g) there shall have been three Distribution Dates on which the Net Yield is less than the Base Rate since the later of the Series Closing Date or the last Distribution Date on which the Investor Loss for each Class of the Series equaled zero; then

Additional Rapid Amortization Events. If any one of the following events shall occur: (a) failure on the part of the Seller (i) to make any payment or deposit required by the terms of this Agreement or the Pooling and Servicing Agreement on or before the date occurring five Business Days after the date such payment or deposit is required to be made or (ii) duly to observe or perform in any material respect any other material covenants or agreements of the Seller set forth in this Agreement or the Pooling and Servicing Agreement, which 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 the Investor Certificateholders evidencing Fractional Undivided Interests aggregating not less than 25% of the Class Invested Amount of any Class of any Series materially adversely affected thereby; (b) any representation or warranty made by the Seller in this Agreement or the Pooling and Servicing Agreement or any information contained in Schedule 1 of the Pooling and Servicing Agreement shall prove to have been incorrect in any material respect when made or when delivered, which representation, warranty or Schedule 1 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 the Holders of Investor Certificates evidencing Fractional Undivided Interests aggregating not less than 25% of the Class Invested Amount of any Class of any Series materially adversely affected thereby; (c) the Seller shall become unable for any reason to transfer Receivables to the Trust in accordance with the provisions of the Pooling and Servicing Agreement and such inability shall continue for five Business Days; (d) any Servicer Termination Event shall occur that would have a material adverse effect on the Investor Certificateholders; (e) the Trust shall become an "investment company" within the meaning of the Investment Company Act of 1940, as amended; (f) the amount of Principal Receivables in the Trust at the end of any Due Period shall be less than the Minimum Principal Receivables Balance and the Seller shall have failed to assign Principal Receivables in Additional Accounts or Participation Interests to the Trust on behalf of the Seller in at least the amount of such deficiency by the Distribution Date related to the second subsequent Due Period (for purposes of this clause (f) the amount of Principal Receivables in Additional Accounts shall be determined as of the last day of the Due Period preceding the assignment of such Principal Receivables to the Trust); (g) if applicable, following the withdrawal or reduction of the commercial paper or certificate of deposit rating of any Coupon Cap Provider to below the ratings specified in the Series Term Sheet (or, in either case, such lower rating as the applicable Rating Agency has permitted), the Servicer shall fail, within the applicable time period specified in Section 13, to (x) obtain Replacement Class Coupon Cap Agreement or Qualified Substitute Cap Arrangements or (y) cause the Coupon Cap Provider to pledge securities as collateral securing the obligations of the Coupon Cap Provider as provided in Section 13, in each case in a manner satisfactory to the Trustee and the Rating Agencies (such that neither Rating Agency will reduce or withdraw the ratings of the Investor Certificates of the Series established hereby); or (gh) there shall have been three Distribution Dates on which the Net Yield is less than the Base Rate since the later of the Series Closing Date or the last Distribution Date on which the Investor Loss for each Class of the Series equaled equalled zero; then

Additional Rapid Amortization Events. If any one of the following events shall occur: : (a) failure on the part of the Seller (i) to make any payment or deposit required by the terms of this Agreement or the Pooling and Servicing Agreement on or before the date occurring five Business Days after the date such payment or deposit is required to be made or (ii) duly to observe or perform in any material respect any other material covenants or agreements of the Seller set forth in this Agreement or the Pooling and Servicing Agreement, which 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 the Investor Certificateholders evidencing Fractional Undivided Interests aggregating not less than 25% of the Class Invested Amount of any Class of any Series materially adversely affected thereby; ; (b) any representation or warranty made by the Seller in this Agreement or the Pooling and Servicing Agreement or any information contained in Schedule 1 of the Pooling and Servicing Agreement shall prove to have been incorrect in any material respect when made or when delivered, which representation, warranty or Schedule 1 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 the Holders of Investor Certificates evidencing Fractional Undivided Interests aggregating not less than 25% of the Class Invested Amount of any Class of any Series materially adversely affected thereby; ; (c) the Seller shall become unable for any reason to transfer Receivables to the Trust in accordance with the provisions of the Pooling and Servicing Agreement and such inability shall continue for five Business Days; ; (d) any Servicer Termination Event shall occur that would have a material adverse effect on the Investor Certificateholders; ; (e) the Trust shall become an "investment company" within the meaning of the Investment Company Act of 1940, as amended; ; (f) the amount of Principal Receivables in the Trust at the end of any Due Period shall be less than the Minimum Principal Receivables Balance and the Seller shall have failed to assign Principal Receivables in Additional Accounts or Participation Interests to the Trust on behalf of the Seller in at least the amount of such deficiency by the Distribution Date related to the second subsequent Due Period (for purposes of this clause (f) the amount of Principal Receivables in Additional Accounts shall be determined as of the last day of the Due Period preceding the assignment of such Principal Receivables to the Trust); or (g) if applicable, following the withdrawal or reduction of the commercial paper or certificate of deposit rating of any Coupon Cap Provider to below the ratings specified in the Series Term Sheet (or, in either case, such lower rating as the applicable Rating Agency has permitted), the Servicer shall fail, within the applicable time period specified in Section 13, to (x) obtain Replacement Class Coupon Cap Agreement or Qualified Substitute Cap Arrangements or (y) cause the Coupon Cap Provider to pledge securities as collateral securing the obligations of the Coupon Cap Provider as provided in Section 13, in each case in a manner satisfactory to the Trustee and the Rating Agencies (such that neither Rating Agency will reduce or withdraw the ratings of the Investor Certificates of the Series established hereby); or (h) there shall have been three Distribution Dates on which the Net Yield is less than the Base Rate since the later of the Series Closing Date or the last Distribution Date on which the Investor Loss for each Class of the Series equaled equalled zero; then

Additional Rapid Amortization Events. If any one of the following events shall occur: (a) failure on the part of the Seller (i) to make any payment or deposit required by the terms of this Agreement or the Pooling and Servicing Agreement on or before the date occurring five Business Days after the date such payment or deposit is required to be made or (ii) duly to observe or perform in any material respect any other material covenants or agreements of the Seller set forth in this Agreement or the Pooling and Servicing Agreement, which 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 the Investor Certificateholders evidencing Fractional Undivided Interests aggregating not less than 25% of the Class Invested Amount of any Class of any Series materially adversely affected thereby; (b) any representation or warranty made by the Seller in this Agreement or the Pooling and Servicing Agreement or any information contained in Schedule 1 of the Pooling and Servicing Agreement shall prove to have been incorrect in any material respect when made or when delivered, which representation, warranty or Schedule 1 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 the Holders of Investor Certificates evidencing Fractional Undivided Interests aggregating not less than 25% of the Class Invested Amount of any Class of any Series materially adversely affected thereby; (c) the Seller shall become unable for any reason to transfer Receivables to the Trust in accordance with the provisions of the Pooling and Servicing Agreement and such inability shall continue for five Business Days; (d) any Servicer Termination Event shall occur that would have a material adverse effect on the Investor Certificateholders; (e) the Trust shall become an "investment company" within the meaning of the Investment Company Act of 1940, as amended; (f) the amount of Principal Receivables in the Trust at the end of any Due Period shall be less than the Minimum Principal Receivables Balance and the Seller shall have failed to assign Principal Receivables in Additional Accounts or Participation Interests to the Trust on behalf of the Seller in at least the amount of such deficiency by the Distribution Date related to the second subsequent Due Period (for purposes of this clause (f) the amount of Principal Receivables in Additional Accounts shall be determined as of the last day of the Due Period preceding the assignment of such Principal Receivables to the Trust); or; (g) there shall have been three Distribution Dates on which if applicable, following the Net Yield is less than the Base Rate since the later withdrawal or reduction of the commercial paper or certificate of deposit rating of any Coupon Cap Provider to below the ratings specified in the Series Closing Date Term Sheet (or, in either case, such lower rating as the applicable Rating Agency has permitted), the Servicer shall fail, within the applicable time period specified in Section 13, to (x) obtain Replacement Class Coupon Cap Agreement or Qualified Substitute Cap Arrangements or (y) cause the last Distribution Date on which Coupon Cap Provider to pledge securities as collateral securing the Investor Loss for each Class obligations of the Series equaled zero; thenCoupon Cap Provider as provided in Section 13, in

Additional Rapid Amortization Events. If any one of the following events shall occur: (a) failure on the part of the Seller (i) to make any payment or deposit required by the terms of this Agreement or Agreement, the Pooling and Servicing Agreement or the Certificate Purchase Agreement on or before the date occurring five Business Days after the date such payment or deposit is required to be made or (ii) duly to observe or perform in any material respect any other material covenants or agreements of the Seller set forth in this Agreement or Agreement, the Pooling and Servicing Agreement or the Certificate Purchase Agreement, which 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 the Investor Certificateholders evidencing Fractional Undivided Interests aggregating not less than 25% of the Class Invested Amount of any Class of any Series materially adversely affected thereby; (b) any representation or warranty made by the Seller in this Agreement or Agreement, the Pooling and Servicing Agreement or the Certificate Purchase Agreement or any information contained in Schedule 1 of the Pooling and Servicing Agreement shall prove to have been incorrect in any material respect when made or when delivered, which representation, warranty or Schedule 1 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 the Holders of Investor Certificates evidencing Fractional Undivided Interests aggregating not less than 25% of the Class Invested Amount of any Class of any Series materially adversely affected thereby; (c) the Seller shall become unable for any reason to transfer Receivables to the Trust in accordance with the provisions of the Pooling and Servicing Agreement and such inability shall continue for five Business Days; (d) any Servicer Termination Event shall occur that would have a material adverse effect on the Investor Certificateholders; (e) the Trust shall become an "investment company" within the meaning of the Investment Company Act of 1940, as amended; (f) the amount of Principal Receivables in the Trust at the end of any Due Period shall be less than the Minimum Principal Receivables Balance and the Seller shall have failed to assign Principal Receivables in Additional Accounts or Participation Interests to the Trust on behalf of the Seller in at least the amount of such deficiency by the Distribution Date related to the second subsequent Due Period (for purposes of this clause (f) the amount of Principal Receivables in Additional Accounts shall be determined as of the last day of the Due Period preceding the assignment of such Principal Receivables to the Trust); or (g) there shall have been three Distribution Dates on which the Net Yield is less than the Base Rate since the later of the Series Closing Date or the last Distribution Date on which the Investor Loss for each Class of the Series equaled zero; then

Additional Rapid Amortization Events. If any one of the following events shall occur: (a) failure on the part of the Seller (i) to make any payment or deposit required by the terms of this Agreement or the Pooling and Servicing Agreement on or before the date occurring five Business Days after the date such payment or deposit is required to be made or (ii) duly to observe or perform in any material respect any other material covenants or agreements of the Seller set forth in this Agreement or the Pooling and Servicing Agreement, which 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 the Investor Certificateholders evidencing Fractional Undivided Interests aggregating not less than 25% of the Class Invested Amount of any Class of any Series materially adversely affected thereby; (b) any representation or warranty made by the Seller in this Agreement or the Pooling and Servicing Agreement or any information contained in Schedule 1 of the Pooling and Servicing Agreement shall prove to have been incorrect in any material respect when made or when delivered, which representation, warranty or Schedule 1 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 the Holders of Investor Certificates evidencing Fractional Undivided Interests aggregating not less than 25% of the Class Invested Amount of any Class of any Series materially adversely affected thereby; (c) the Seller shall become unable for any reason to transfer Receivables to the Trust in accordance with the provisions of the Pooling and Servicing Agreement and such inability shall continue for five Business Days; (d) any Servicer Termination Event shall occur that would have a material adverse effect on the Investor Certificateholders; (e) the Trust shall become an "investment company" within the meaning of the Investment Company Act of 1940, as amended;; 92 101 (f) the amount of Principal Receivables in the Trust at the end of any Due Period shall be less than the Minimum Principal Receivables Balance and the Seller shall have failed to assign Principal Receivables in Additional Accounts or Participation Interests to the Trust on behalf of the Seller in at least the amount of such deficiency by the Distribution Date related to the second subsequent Due Period (for purposes of this clause (f) the amount of Principal Receivables in Additional Accounts shall be determined as of the last day of the Due Period preceding the assignment of such Principal Receivables to the Trust); (g) if applicable, following the withdrawal or reduction of the commercial paper or certificate of deposit rating of any Coupon Cap Provider to below the ratings specified in the Series Term Sheet (or, in either case, such lower rating as the applicable Rating Agency has permitted), the Servicer shall fail, within the applicable time period specified in Section 13, to (x) obtain Replacement Class Coupon Cap Agreement or Qualified Substitute Cap Arrangements or (y) cause the Coupon Cap Provider to pledge securities as collateral securing the obligations of the Coupon Cap Provider as provided in Section 13, in each case in a manner satisfactory to the Trustee and the Rating Agencies (such that neither Rating Agency will reduce or withdraw the ratings of the Investor Certificates of the Series established hereby); or (gh) there shall have been three Distribution Dates on which the Net Yield is less than the Base Rate since the later of the Series Closing Date or the last Distribution Date on which the Investor Loss for each Class of the Series equaled equalled zero; then

Additional Rapid Amortization Events. If any one of the following events shall occur: (a) failure on the part of the Seller (i) to make any payment or deposit required by the terms of this Agreement or the Pooling and Servicing Agreement on or before the date occurring five Business Days after the date such payment or deposit is required to be made or (ii) duly to observe or perform in any material respect any other material covenants or agreements of the Seller set forth in this Agreement or the Pooling and Servicing Agreement, which 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 the Investor Certificateholders evidencing Fractional Undivided Interests aggregating not less than 25% of the Class Invested Amount of any Class of any Series materially adversely affected thereby; (b) any representation or warranty made by the Seller in this Agreement or the Pooling and Servicing Agreement or any information contained in Schedule 1 of the Pooling and Servicing Agreement shall prove to have been incorrect in any material respect when made or when delivered, which representation, warranty or Schedule 1 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 the Holders of Investor Certificates evidencing Fractional Undivided Interests aggregating not less than 25% of the Class Invested Amount of any Class of any Series materially adversely affected thereby; (c) the Seller shall become unable for any reason to transfer Receivables to the Trust in accordance with the provisions of the Pooling and Servicing Agreement and such inability shall continue for five Business Days; (d) any Servicer Termination Event shall occur that would have a material adverse effect on the Investor Certificateholders; (e) the Trust shall become an "investment company" within the meaning of the Investment Company Act of 1940, as amended; (f) the amount of Principal Receivables in the Trust at the end of any Due Period shall be less than the Minimum Principal Receivables Balance and the Seller shall have failed to assign Principal Receivables in Additional Accounts or Participation Interests to the Trust on behalf of the Seller in at least the amount of such deficiency by the Distribution Date related to the second subsequent Due Period (for purposes of this clause (f) the amount of Principal Receivables in Additional Accounts shall be determined as of the last day of the Due Period preceding the assignment of such Principal Receivables to the Trust); (g) if applicable, following the withdrawal or reduction of the commercial paper or certificate of deposit rating of any Coupon Cap Provider to below the ratings specified in the Series Term Sheet (or, in either case, such lower rating as the applicable Rating Agency has permitted), the Servicer shall fail, within the applicable time period specified in Section 13, to (x) obtain Replacement Class Coupon Cap Agreement or Qualified Substitute Cap Arrangements or (y) cause the Coupon Cap Provider to pledge securities as collateral securing the obligations of the Coupon Cap Provider as provided in Section 13, in each case in a manner satisfactory to the Trustee and the Rating Agencies (such that neither Rating Agency will reduce or withdraw the ratings of the Investor Certificates of the Series established hereby); or (gh) there shall have been three Distribution Dates on which the Net Yield is less than the Base Rate since the later of the Series Closing Date or the last Distribution Date on which the Investor Loss for each Class of the Series equaled zero; then91

Additional Rapid Amortization Events. If any one of the following events shall occur: (a) failure on the part of the Seller (i) to make any payment or deposit required by the terms of this Agreement or the Pooling and Servicing Agreement on or before the date occurring five Business 99 Days after the date such payment or deposit is required to be made or (ii) duly to observe or perform in any material respect any other material covenants or agreements of the Seller set forth in this Agreement or the Pooling and Servicing Agreement, which 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 the Investor Certificateholders evidencing Fractional Undivided Interests aggregating not less than 25% of the Class Invested Amount of any Class of any Series materially adversely affected thereby; (b) any representation or warranty made by the Seller in this Agreement or the Pooling and Servicing Agreement or any information contained in Schedule 1 of the Pooling and Servicing Agreement shall prove to have been incorrect in any material respect when made or when delivered, which representation, warranty or Schedule 1 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 the Holders of Investor Certificates evidencing Fractional Undivided Interests aggregating not less than 25% of the Class Invested Amount of any Class of any Series materially adversely affected thereby; (c) the Seller shall become unable for any reason to transfer Receivables to the Trust in accordance with the provisions of the Pooling and Servicing Agreement and such inability shall continue for five Business Days; (d) any Servicer Termination Event shall occur that would have a material adverse effect on the Investor Certificateholders; (e) the Trust shall become an "investment company" within the meaning of the Investment Company Act of 1940, as amended; (f) the amount of Principal Receivables in the Trust at the end of any Due Period shall be less than the Minimum Principal Receivables Balance and the Seller shall have failed to assign Principal Receivables in Additional Accounts or Participation Interests to the Trust on behalf of the Seller in at least the amount of such deficiency by the Distribution Date related to the second subsequent Due Period (for purposes of this clause (f) the amount of Principal Receivables in Additional Accounts shall be determined as of the last day of the Due Period preceding the assignment of such Principal Receivables to the Trust); (g) if applicable, following the withdrawal or reduction of the commercial paper or certificate of deposit rating of any Coupon Cap Provider to below the ratings specified in the Series Term Sheet (or, in either case, such lower rating as the applicable Rating Agency has permitted), the Servicer shall fail, within the applicable time period specified in Section 13, to (x) obtain Replacement Class Coupon Cap Agreement or Qualified Substitute Cap Arrangements or (y) cause the Coupon Cap Provider to pledge securities as collateral securing the obligations of the Coupon Cap Provider as provided in Section 13, in each case in a manner satisfactory to the Trustee and the Rating Agencies (such that neither Rating Agency will reduce or withdraw the ratings of the Investor Certificates of the Series established hereby); or (gh) there shall have been three Distribution Dates on which the Net Yield is less than the Base Rate since the later of the Series Closing Date or the last Distribution Date on which the Investor Loss for each Class of the Series equaled equalled zero; 100 then

Additional Rapid Amortization Events. If any one of the following events shall occur: (a) failure on the part of the Seller (i) to make any payment or deposit required by the terms of this Agreement or the Pooling and Servicing Agreement on or before the date occurring five Business Days after the date such payment or deposit is required to be made or (ii) duly to observe or perform in any material respect any other material covenants or agreements of the Seller set forth in this Agreement or the Pooling and Servicing Agreement, which 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 the Investor Certificateholders evidencing Fractional Undivided Interests aggregating not less than 25% of the Class Invested Amount of any Class of any Series materially adversely affected thereby; (b) any representation or warranty made by the Seller in this Agreement or the Pooling and Servicing Agreement or any information contained in Schedule 1 of the Pooling and Servicing Agreement shall prove to have been incorrect in any material respect when made or when delivered, which representation, warranty or Schedule 1 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 the Holders of Investor Certificates evidencing Fractional Undivided Interests aggregating not less than 25% of the Class Invested Amount of any Class of any Series materially adversely affected thereby; (c) the Seller shall become unable for any reason to transfer Receivables to the Trust in accordance with the provisions of the Pooling and Servicing Agreement and such inability shall continue for five Business Days; (d) any Servicer Termination Event shall occur that would have a material adverse effect on the Investor Certificateholders; (e) the Trust shall become an "investment company" within the meaning of the Investment Company Act of 1940, as amended; (f) the amount of Principal Receivables in the Trust at the end of any Due Period shall be less than the Minimum Principal Receivables Balance and the Seller shall have failed to assign Principal Receivables in Additional Accounts or Participation Interests to the Trust on behalf of the Seller in at least the amount of such deficiency by the Distribution Date related to the second subsequent Due Period (for purposes of this clause (f) the amount of Principal Receivables in Additional Accounts shall be determined as of the last day of the Due Period preceding the assignment of such Principal Receivables to the Trust); (g) if applicable, following the withdrawal or reduction of the commercial paper or certificate of deposit rating of any Coupon Cap Provider to below the ratings specified in the Series Term Sheet (or, in either case, such lower rating as the applicable Rating Agency has permitted), the Servicer shall fail, within the applicable time period specified in Section 13, to (x) obtain Replacement Class Coupon Cap Agreement or Qualified Substitute Cap Arrangements or (y) cause the Coupon Cap Provider to pledge securities as collateral securing the obligations of the Coupon Cap Provider as provided in Section 13, in each case in a manner satisfactory to the Trustee and the Rating Agencies (such that neither Rating Agency will reduce or withdraw the ratings of the Investor Certificates of the Series established hereby); or (gh) there shall have been three Distribution Dates on which the Net Yield is less than the Base Rate since the later of the Series Closing Date or the last Distribution Date on which the Investor Loss for each Class of the Series equaled equalled zero; 100 then

Additional Rapid Amortization Events. If any one of the following events shall occur: (a) failure on the part of the Seller (i) to make any payment or deposit required by the terms of this Agreement or the Pooling and Servicing Agreement on or before the date occurring five Business Days after the date such payment or deposit is required to be made or (ii) duly to observe or perform in any material respect any other material covenants or agreements of the Seller set forth in this Agreement or the Pooling and Servicing Agreement, which 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 the Investor Certificateholders evidencing Fractional Undivided Interests aggregating not less than 25% of the Class Invested Amount of any Class of any Series materially adversely affected thereby; (b) any representation or warranty made by the Seller in this Agreement or the Pooling and Servicing Agreement or any information contained in Schedule 1 of the Pooling and Servicing Agreement shall prove to have been incorrect in any material respect when made or when delivered, which representation, warranty or Schedule 1 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 the Holders of Investor Certificates evidencing Fractional Undivided Interests aggregating not less than 25% of the Class Invested Amount of any Class of any Series materially adversely affected thereby; (c) the Seller shall become unable for any reason to transfer Receivables to the Trust in accordance with the provisions of the Pooling and Servicing Agreement and such inability shall continue for five Business Days; (d) any Servicer Termination Event shall occur that would have a material adverse effect on the Investor Certificateholders; (e) the Trust shall become an "investment company" within the meaning of the Investment Company Act of 1940, as amended; (f) the amount of Principal Receivables in the Trust at the end of any Due Period shall be less than the Minimum Principal Receivables Balance and the Seller shall have failed to assign Principal Receivables in Additional Accounts or Participation Interests to the Trust on behalf of the Seller in at least the amount of such deficiency by the Distribution Date related to the second subsequent Due Period (for purposes of this clause (f) the amount of Principal Receivables in Additional Accounts shall be determined as of the last day of the Due Period preceding the assignment of such Principal Receivables to the Trust); (g) if applicable, following the withdrawal or reduction of the commercial paper or certificate of deposit rating of any Coupon Cap Provider to below the ratings specified in the Series Term Sheet (or, in either case, such lower rating as the applicable Rating Agency has permitted), the Servicer shall fail, within the applicable time period specified in Section 13, to (x) obtain Replacement Class Coupon Cap Agreement or Qualified Substitute Cap Arrangements or (y) cause the Coupon Cap Provider to pledge securities as collateral securing the obligations of the Coupon Cap Provider as provided in Section 13, in each case in a manner satisfactory to the Trustee and the Rating Agencies (such that neither Rating Agency will reduce or withdraw the ratings of the Investor Certificates of the Series established hereby); or (gh) there shall have been three Distribution Dates on which the Net Yield is less than the Base Rate since the later of the Series Closing Date or the last Distribution Date on which the Investor Loss for each Class of the Series equaled equalled zero; then;