Common use of Allocations of Collections after the Occurrence of an Event of Bankruptcy Clause in Contracts

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 2010-6 Deposit Date, all amounts deposited into the Collection Account as set forth below: (i) allocate to the Series 2010-6 Collection Account an amount equal to the sum of (A) the Series 2010-6 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on such day. All such amounts allocated to the Series 2010-6 Collection Account shall be further allocated to the Series 2010-6 Accrued Interest Account; and (ii) allocate to the Series 2010-6 Collection Account an amount equal to the sum of (A) the Series 2010-6 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used to make principal payments in respect of the Class A Notes until the Class A Invested Amount is paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 2010-6 Notes, Series 2010-6 Interest Rate Cap Proceeds and other amounts available pursuant to Section 3.3 to pay the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on the next succeeding Distribution Date will be less than the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (B) the Series 2010-6 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 2010-6 Notes during the Related Month equal to the lesser of such insufficiency and the Series 2010-6 Enhancement Amount to the Series 2010-6 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 2010-6 Deposit Date, all amounts deposited into the Collection Account as set forth below: (i) allocate to the Series 2010-6 Collection Account an amount equal to the sum of (A) the Series 2010-6 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on such day. All such amounts allocated to the Series 2010-6 Collection Account shall be further allocated to the Series 2010-6 Accrued Interest Account; and (ii) allocate to the Series 2010-6 Collection Account an amount equal to the sum of (A) the Series 2010-6 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used to make principal payments in respect of the Class A Notes until the Class A Invested Amount is paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 2010-6 Notes, Series 2010-6 Interest Rate Cap Proceeds and other amounts available pursuant to Section 3.3 to pay the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees on the next succeeding Distribution Date will be less than the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (B) the Series 2010-6 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 2010-6 Notes during the Related Month equal to the lesser of such insufficiency and the Series 2010-6 Enhancement Amount to the Series 2010-6 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102015-6 3 Deposit Date, all amounts deposited into the Collection Account as set forth below: (i) allocate to the Series 20102015-6 3 Collection Account an amount equal to the sum of (A) the Series 20102015-6 3 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 20102015-6 3 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 20102015-6 3 Interest Rate Cap Proceeds received by the Trustee on such day. All such amounts allocated to the Series 20102015-6 3 Collection Account shall be further allocated to the Series 20102015-6 3 Accrued Interest Account; and (ii) allocate to the Series 20102015-6 3 Collection Account an amount equal to the sum of (A) the Series 20102015-6 3 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 20102015-6 3 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used to make principal payments in respect of the Class A Notes until the Class A Invested Amount is paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102015-6 3 Notes, Series 20102015-6 3 Interest Rate Cap Proceeds and other amounts available pursuant to Section 3.3 to pay the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees on the next succeeding Distribution Date will be less than the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees for the Series 20102015-6 3 Interest Period ending on the day preceding such Distribution Date and (B) the Series 20102015-6 3 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102015-6 3 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102015-6 3 Enhancement Amount to the Series 20102015-6 3 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 20102015-6 3 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 20102015-6 3 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 20102015-6 3 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102015-6 3 Deposit Date, all amounts deposited into the Collection Account as set forth below: (i) allocate to the Series 20102015-6 3 Collection Account an amount equal to the sum of (A) the Series 20102015-6 3 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 20102015-6 3 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 20102015-6 3 Interest Rate Cap Proceeds received by the Trustee on such day. All such amounts allocated to the Series 20102015-6 3 Collection Account shall be further allocated to the Series 20102015-6 3 Accrued Interest Account; and (ii) allocate to the Series 20102015-6 3 Collection Account an amount equal to the sum of (A) the Series 20102015-6 3 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 20102015-6 3 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used to make principal payments in respect of the Class A Notes until the Class A Invested Amount is paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102015-6 3 Notes, Series 20102015-6 3 Interest Rate Cap Proceeds and other amounts available pursuant to Section 3.3 to pay the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on the next succeeding Distribution Date will be less than the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees for the Series 20102015-6 3 Interest Period ending on the day preceding such Distribution Date and (B) the Series 20102015-6 3 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102015-6 3 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102015-6 3 Enhancement Amount to the Series 20102015-6 3 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 20102015-6 3 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 20102015-6 3 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 20102015-6 3 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102020-6 1 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102020-6 1 Collection Account an amount equal to the sum of (A) the Series 20102020-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102020-6 1 Collection Account shall be further allocated to the Series 20102020-6 1 Accrued Interest Account; and (ii) allocate to the Series 20102020-6 1 Collection Account an amount equal to the sum of (A) the Series 20102020-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5, to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class C Notes until the Class C Notes have been paid in full and after the Class A Notes, the Class B Notes and the Class C Notes have been paid in full (including interest thereon), shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102020-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 1 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A sum of (x) the Series 2020-1 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2020-1 Shortfall on such Distribution Date (together with interest on such Series 2020-1 Shortfall) will be less than the Class A sum of (I) the Series 2020-1 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (II) such Series 2020-1 Shortfall (together with interest thereon) and (B) the Series 20102020-6 1 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102020-6 1 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102020-6 1 Enhancement Amount to the Series 20102020-6 1 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further further, however, that ifif on any Determination Date the Administrator determines that, after giving effect to any allocation on such Series 2010-6 Deposit Datethe preceding proviso, the Monthly Total Principal Allocation for amount anticipated to be available from Interest Collections allocable to the Related Month would exceed Series 2020-1 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 20102020-6 Invested Amount on such date 1 Senior Monthly Interest for the next succeeding Distribution Date and (y) any insufficiency described unpaid Series 2020-1 Shortfall on such Distribution (together with interest in such Series 2020-1 Shortfall), will be less than the preceding provisosum of (I) the Series 2020-1 Senior Monthly Interest for such Distribution Date and (II) such Series 2020-1 Shortfall (together with interest thereon), then such excess the Administrator shall be direct the Trustee in writing to reallocate any portion of the Principal Collections allocated to the Series 20102020-6 Reserve Account1 Notes during the Related Month equal to the lesser of (1) the amount of such Principal Collections that is anticipated to remain after the payment of the Series 2020-1 Senior Invested Amount in full, and (2) any such interest due and owing in respect of the Class A Notes, the Class B Notes or the Class C Notes to the 2020-1 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCRARAC, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee)AGH, the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102003-6 5 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102003-6 5 Collection Account an amount equal to the sum of (A) the Series 20102003-6 5 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, Agreement for such day and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds amounts received by the Trustee in respect of the Series 2003-5 Interest Rate Caps on such day. All such amounts allocated to the Series 20102003-6 5 Collection Account shall be further allocated to the Series 20102003-6 5 Accrued Interest Account; and; (ii) allocate to the Series 20102003-6 Collection 5 Col­lection Account an amount equal to the sum of (A) the Series 20102003-6 5 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan AgreementAgree­ment, which amount shall be used to make principal payments in respect of the Series Class A A-1 Notes and the Class A-2 Notes, ratably, without preference or priority of any kind, until the Class A Invested Amount is paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Series 2003-5 Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102003-6 5 Notes, any amounts payable to the Trustee in respect of Series 20102003-6 5 Interest Rate Cap Proceeds Caps and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior Series 2003-5 Adjusted Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees Interest on the next succeeding Distribution Date will be less than the Class A Senior Series 2003-5 Adjusted Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (B) the Series 20102003-6 5 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102003-6 5 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102003-6 5 Enhancement Amount to the Series 20102003-6 5 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102024-6 3 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102024-6 3 Collection Account an amount equal to the sum of (A) the Series 20102024-6 3 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102024-6 3 Collection Account shall be further allocated to the Series 20102024-6 3 Accrued Interest Account; and (ii) allocate to the Series 20102024-6 3 Collection Account an amount equal to the sum of (A) the Series 20102024-6 3 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5, to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class C Notes until the Class C Notes have been paid in full, and after the Class A Notes, the Class B Notes and the Class C Notes have been paid in full (including interest thereon), shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102024-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 3 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A sum of (x) the Series 2024-3 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2024-3 Shortfall on such Distribution Date (together with interest on such Series 2024-3 Shortfall) will be less than the Class A sum of (I) the Series 2024-3 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (II) such Series 2024-3 Shortfall (together with interest thereon) and (B) the Series 20102024-6 3 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102024-6 3 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102024-6 3 Enhancement Amount to the Series 20102024-6 3 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further further, however, that ifif on any Determination Date the Administrator determines that, after giving effect to any allocation on such Series 2010-6 Deposit Datethe preceding proviso, the Monthly Total Principal Allocation for amount anticipated to be available from Interest Collections allocable to the Related Month would exceed Series 2024-3 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 20102024-6 Invested Amount on such date 3 Senior Monthly Interest for the next succeeding Distribution Date and (y) any insufficiency described unpaid Series 2024-3 Shortfall on such Distribution (together with interest in such Series 2024-3 Shortfall), will be less than the preceding provisosum of (I) the Series 2024-3 Senior Monthly Interest for such Distribution Date and (II) such Series 2024-3 Shortfall (together with interest thereon), then such excess the Administrator shall be direct the Trustee in writing to reallocate any portion of the Principal Collections allocated to the Series 20102024-6 Reserve Account3 Notes during the Related Month equal to the lesser of (1) the amount of such Principal Collections that is anticipated to remain after the payment of the Series 2024-3 Senior Invested Amount in full, and (2) any such interest due and owing in respect of the Class A Notes, the Class B Notes or the Class C Notes to the 2024-3 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102015-6 3 Deposit Date, all amounts deposited into the Collection Account as set forth below: (i) allocate to the Series 20102015-6 3 Collection Account an amount equal to the sum of (A) the Series 20102015-6 3 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 20102015-6 3 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 20102015-6 3 Interest Rate Cap Proceeds received by the Trustee on such day. All such amounts allocated to the Series 20102015-6 3 Collection Account shall be further allocated to the Series 20102015-6 3 Accrued Interest Account; and (ii) allocate to the Series 20102015-6 3 Collection Account an amount equal to the sum of (A) the Series 20102015-6 3 AESOP I Operating Lease Vehicle Percentage as Americas 90884077 (2K) 55 of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 20102015-6 3 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used to make principal payments in respect of the Class A Series 2015-3 Notes until the Class A Invested Amount is paid in full, and after the Class A Series 2015-3 Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102015-6 3 Notes, Series 20102015-6 3 Interest Rate Cap Proceeds and other amounts available pursuant to Section 3.3 to pay the Class A Series 2015-3 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees on the next succeeding Distribution Date will be less than the Class A Series 2015-3 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees for the Series 20102015-6 3 Interest Period ending on the day preceding such Distribution Date and (B) the Series 20102015-6 3 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102015-6 3 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102015-6 3 Enhancement Amount to the Series 20102015-6 3 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 20102015-6 3 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 20102015-6 3 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 20102015-6 3 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102011-6 3 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102011-6 3 Collection Account an amount equal to the sum of (A) the Series 20102011-6 3 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102011-6 3 Collection Account shall be further allocated to the Series 20102011-6 3 Accrued Interest Account; and (ii) allocate to the Series 20102011-6 3 Collection Account an amount equal to the sum of (A) the Series 20102011-6 3 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5 to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R C Notes until the Class R Invested Amount is C Notes have been paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102011-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 3 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, sum of (w) the Class A Commitment Fees and the Class B Commitment Fees on Monthly Interest for the next succeeding Distribution Date, (x) the Class B Monthly Interest for the next succeeding Distribution Date, (y) any unpaid Class A Shortfall on such Distribution Date (together with interest on such Class A Shortfall) and (z) any unpaid Class B Shortfall on such Distribution Date (together with interest on such Class B Shortfall) will be less than the sum of (I) the Class A Senior Monthly InterestInterest for such Distribution Date, (II) the Class B Senior Monthly InterestInterest for such Distribution Date, the (III) such Class A Commitment Fees Shortfall (together with interest thereon) and the (IV) such Class B Commitment Fees for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date Shortfall (together with interest thereon) and (B) the Series 2010-6 Class A/B Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102011-6 3 Notes during the Related Month equal to the lesser of such insufficiency and the Series 2010-6 Class A/B Enhancement Amount to the Series 20102011-6 3 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that ifprovided, further, if on any Determination Date with respect to a Distribution Date on which the both the Class A Notes and the Class B Notes will no longer be outstanding (after giving effect to any allocation all anticipated reductions in the Class A Invested Amount and Class B Invested Amount to be made on such Distribution Date) (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102011-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed 3 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 2010-6 Invested Amount on such date Class C Monthly Interest for the next succeeding Distribution Date and (y) any insufficiency described in unpaid Class C Shortfall on such Distribution Date (together with interest on such Class C Shortfall) will be less than the preceding provisosum of (I) the Class C Monthly Interest for such Distribution Date and (II) such Class C Shortfall (together with interest thereon) and (B) the Class C Enhancement Amount is greater than zero, then such excess the Administrator shall be direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102011-6 Reserve Account3 Notes during the Related Month equal to the lesser of such insufficiency and the Class C Enhancement Amount to the Series 2011-3 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102012-6 2 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102012-6 2 Collection Account an amount equal to the sum of (A) the Series 20102012-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102012-6 2 Collection Account shall be further allocated to the Series 20102012-6 2 Accrued Interest Account; and (ii) allocate to the Series 20102012-6 2 Collection Account an amount equal to the sum of (A) the Series 20102012-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5 to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102012-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 2 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior sum of (x) the Series 2012-2 Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2012-2 Shortfall on such Distribution Date (together with interest on such Series 2012-2 Shortfall) will be less than the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees for sum of (I) the Series 20102012-6 2 Monthly Interest Period ending on the day preceding for such Distribution Date and (II) such Series 2012-2 Shortfall (together with interest thereon) and (B) the Series 20102012-6 2 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102012-6 2 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102012-6 2 Enhancement Amount to the Series 20102012-6 2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102020-6 1 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102020-6 1 Collection Account an amount equal to the sum of (A) the Series 20102020-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102020-6 1 Collection Account shall be further allocated to the Series 20102020-6 1 Accrued Interest Account; and (ii) allocate to the Series 20102020-6 1 Collection Account an amount equal to the sum of (A) the Series 20102020-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5, to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class C Notes until the Class C Notes have been paid in full and after the Class A Notes, the Class B Notes and the Class C Notes have been paid in full, shall be used to make principal payments in respect of the Class D Notes until the Class D Notes have been paid in full and, after the Class A Notes, the Class B Notes, the Class C Notes and the Class D Notes have been paid in full, shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102020-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 1 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the sum of (x) the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees C Monthly Interest on the next succeeding related Distribution Date, and (y) any unpaid Class A Shortfall, Class B Shortfall and Class C Shortfall on such Distribution Date (together with interest on such Class A Shortfall, Class B Shortfall and Class C Shortfall), will be less than the sum of (I) the Class A Senior Monthly InterestInterest for such Distribution Date, (II) the Class B Senior Monthly InterestInterest for such Distribution Date, (III) the Class A Commitment Fees and the Class B Commitment Fees C Monthly Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (IV) such Class A Shortfall, Class B Shortfall and Class C Shortfall (together with interest thereon) and (B) the Series 2010-6 Class A/B/C Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102020-6 1 Notes during the Related Month equal to the lesser of such insufficiency and the Series 2010-6 Class A/B/C Enhancement Amount to the Series 20102020-6 1 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further provided, further, however, that ifif on any Determination Date with respect to a Distribution Date on which the Class A Notes, the Class B Notes and the Class C Notes will no longer be outstanding (after giving effect to all anticipated reductions in the Class A Invested Amount, the Class B Invested Amount and the Class C Invested Amount on such Distribution Date) (A) the Administrator determines that, after giving effect to any allocation on such Series 2010-6 Deposit Datethe preceding proviso, the Monthly Total Principal Allocation for amount anticipated to be available from Interest Collections allocable to the Related Month would exceed Series 2020-1 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 2010-6 Invested Amount Class D Monthly Interest on such date the related Distribution Date, and (y) any insufficiency described in Class D Shortfall on such Distribution Date (together with interest thereon), will be less than the preceding provisosum of (I) the Class D Monthly Interest for such Distribution Date and (II) such Class D Shortfall (together with interest thereon) and (B) the Class D Enhancement Amount is greater than zero, then such excess the Administrator shall be direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102020-6 Reserve Account1 Notes during the Related Month equal to the lesser of such insufficiency and the Class D Enhancement Amount to the Series 2020-1 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102012-6 2 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102012-6 2 Collection Account an amount equal to the sum of (A) the Series 20102012-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102012-6 2 Collection Account shall be further allocated to the Series 20102012-6 2 Accrued Interest Account; and (ii) allocate to the Series 20102012-6 2 Collection Account an amount equal to the sum of (A) the Series 20102012-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5 to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R C Notes until the Class R Invested Amount is C Notes have been paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102012-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 2 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, sum of (w) the Class A Commitment Fees and the Class B Commitment Fees on Monthly Interest for the next succeeding Distribution Date, (x) the Class B NEWYORK 8960490 (2K)A&R Series 2012-2 Supplement (Class C Note issuance) 32 Monthly Interest for the next succeeding Distribution Date, (y) any unpaid Class A Shortfall on such Distribution Date (together with interest on such Class A Shortfall) and (z) any unpaid Class B Shortfall on such Distribution Date (together with interest on such Class B Shortfall) will be less than the sum of (I) the Class A Senior Monthly InterestInterest for such Distribution Date, (II) the Class B Senior Monthly InterestInterest for such Distribution Date, the (III) such Class A Commitment Fees Shortfall (together with interest thereon) and the (IV) such Class B Commitment Fees for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date Shortfall (together with interest thereon) and (B) the Series 2010-6 Class A/B Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102012-6 2 Notes during the Related Month equal to the lesser of such insufficiency and the Series 2010-6 Class A/B Enhancement Amount to the Series 20102012-6 2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that ifprovided, further, if on any Determination Date with respect to a Distribution Date on which the both the Class A Notes and the Class B Notes will no longer be outstanding (after giving effect to any allocation all anticipated reductions in the Class A Invested Amount and Class B Invested Amount to be made on such Distribution Date) (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102012-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed 2 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 2010-6 Invested Amount on such date Class C Monthly Interest for the next succeeding Distribution Date and (y) any insufficiency described in unpaid Class C Shortfall on such Distribution Date (together with interest on such Class C Shortfall) will be less than the preceding provisosum of (I) the Class C Monthly Interest for such Distribution Date and (II) such Class C Shortfall (together with interest thereon) and (B) the Class C Enhancement Amount is greater than zero, then such excess the Administrator shall be direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102012-6 Reserve Account2 Notes during the Related Month equal to the lesser of such insufficiency and the Class C Enhancement Amount to the Series 2012-2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102019-6 2 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102019-6 2 Collection Account an amount equal to the sum of (A) the Series 20102019-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102019-6 2 Collection Account shall be further allocated to the Series 20102019-6 2 Accrued Interest Account; and (ii) allocate to the Series 20102019-6 2 Collection Account an amount equal to the sum of (A) the Series 20102019-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5, to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class C Notes until the Class C Notes have been paid in full and after the Class A Notes, the Class B Notes and the Class C Notes have been paid in full (including interest thereon), shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102019-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 2 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A sum of (x) the Series 2019-2 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2019-2 Shortfall on such Distribution Date (together with interest on such Series 2019-2 Shortfall) will be less than the Class A sum of (I) the Series 2019-2 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (II) such Series 2019-2 Shortfall (together with interest thereon) and (B) the Series 20102019-6 2 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102019-6 2 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102019-6 2 Enhancement Amount to the Series 20102019-6 2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further further, however, that ifif on any Determination Date the Administrator determines that, after giving effect to any allocation on such Series 2010-6 Deposit Datethe preceding proviso, the Monthly Total Principal Allocation for amount anticipated to be available from Interest Collections allocable to the Related Month would exceed Series 2019-2 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 20102019-6 Invested Amount on such date 2 Senior Monthly Interest for the next succeeding Distribution Date and (y) any insufficiency described unpaid Series 2019-2 Shortfall on such Distribution (together with interest in such Series 2019-2 Shortfall), will be less than the preceding provisosum of (I) the Series 2019-2 Senior Monthly Interest for such Distribution Date and (II) such Series 2019-2 Shortfall (together with interest thereon), then such excess the Administrator shall be direct the Trustee in writing to reallocate any portion of the Principal Collections allocated to the Series 20102019-6 Reserve Account2 Notes during the Related Month equal to the lesser of (1) the amount of such Principal Collections that is anticipated to remain after the payment of the Series 2019-2 Senior Invested Amount in full, and (2) any such interest due and owing in respect of the Class A Notes, the Class B Notes or the Class C Notes to the 2019-2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any NEWYORK 8960494 (2K)A&R Series 20102013-6 1 Supplement (Class C Note issuance) 32 Series 2013-1 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102013-6 1 Collection Account an amount equal to the sum of (A) the Series 20102013-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102013-6 1 Collection Account shall be further allocated to the Series 20102013-6 1 Accrued Interest Account; and (ii) allocate to the Series 20102013-6 1 Collection Account an amount equal to the sum of (A) the Series 20102013-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5 to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R C Notes until the Class R Invested Amount is C Notes have been paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102013-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 1 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, sum of (w) the Class A Commitment Fees and the Class B Commitment Fees on Monthly Interest for the next succeeding Distribution Date, (x) the Class B Monthly Interest for the next succeeding Distribution Date, (y) any unpaid Class A Shortfall on such Distribution Date (together with interest on such Class A Shortfall) and (z) any unpaid Class B Shortfall on such Distribution Date (together with interest on such Class B Shortfall) will be less than the sum of (I) the Class A Senior Monthly InterestInterest for such Distribution Date, (II) the Class B Senior Monthly InterestInterest for such Distribution Date, the (III) such Class A Commitment Fees Shortfall (together with interest thereon) and the (IV) such Class B Commitment Fees for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date Shortfall (together with interest thereon) and (B) the Series 2010-6 Class A/B Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102013-6 1 Notes during the Related Month equal to the lesser of such insufficiency and the Series 2010-6 Class A/B Enhancement Amount to the Series 20102013-6 1 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that ifprovided, further, if on any Determination Date with respect to a Distribution Date on which the both the Class A Notes and the Class B Notes will no longer be outstanding (after giving effect to any allocation all anticipated reductions in the Class A Invested Amount and Class B Invested Amount to be made on such Distribution Date) (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102013-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed 1 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 2010-6 Invested Amount on such date Class C Monthly Interest for the next succeeding Distribution Date and (y) any insufficiency described in unpaid Class C Shortfall on such Distribution Date (together with interest on such Class C Shortfall) will be less than the preceding provisosum of (I) the NEWYORK 8960494 (2K)A&R Series 2013-1 Supplement (Class C Note issuance) 33 Class C Monthly Interest for such Distribution Date and (II) such Class C Shortfall (together with interest thereon) and (B) the Class C Enhancement Amount is greater than zero, then such excess the Administrator shall be direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102013-6 Reserve Account1 Notes during the Related Month equal to the lesser of such insufficiency and the Class C Enhancement Amount to the Series 2013-1 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102018-6 2 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102018-6 2 Collection Account an amount equal to the sum of (A) the Series 20102018-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102018-6 2 Collection Account shall be further allocated to the Series 20102018-6 2 Accrued Interest Account; and (ii) allocate to the Series 20102018-6 2 Collection Account an amount equal to the sum of (A) the Series 20102018-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5, to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class C Notes until the Class C Notes have been paid in full and after the Class A Notes, the Class B Notes and the Class C Notes have been paid in full (including interest thereon), shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102018-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 2 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A sum of (x) the Series 2018-2 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2018-2 Shortfall on such Distribution Date (together with interest on such Series 2018-2 Shortfall) will be less than the Class A sum of (I) the Series 2018-2 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (II) such Series 2018-2 Shortfall (together with interest thereon) and (B) the Series 20102018-6 2 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102018-6 2 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102018-6 2 Enhancement Amount to the Series 20102018-6 2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further further, however, that ifif on any Determination Date the Administrator determines that, after giving effect to any allocation on such Series 2010-6 Deposit Datethe preceding proviso, the Monthly Total Principal Allocation for amount anticipated to be available from Interest Collections allocable to the Related Month would exceed Series 2018-2 Notes and other amounts available pursuant to Section 2.3 to pay the sum of AMERICAS 96004183 30 (x) the Series 20102018-6 Invested Amount on such date 2 Senior Monthly Interest for the next succeeding Distribution Date and (y) any insufficiency described unpaid Series 2018-2 Shortfall on such Distribution (together with interest in such Series 2018-2 Shortfall), will be less than the preceding provisosum of (I) the Series 2018-2 Senior Monthly Interest for such Distribution Date and (II) such Series 2018-2 Shortfall (together with interest thereon), then such excess the Administrator shall be direct the Trustee in writing to reallocate any portion of the Principal Collections allocated to the Series 20102018-6 Reserve Account2 Notes during the Related Month equal to the lesser of (1) the amount of such Principal Collections that is anticipated to remain after the payment of the Series 2018-2 Senior Invested Amount in full, and (2) any such interest due and owing in respect of the Class A Notes, the Class B Notes or the Class C Notes to the 2018-2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102014-6 1 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102014-6 1 Collection Account an amount equal to the sum of (A) the Series 20102014-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102014-6 1 Collection Account shall be further allocated to the Series 20102014-6 1 Accrued Interest Account; and (ii) allocate to the Series 20102014-6 1 Collection Account an amount equal to the sum of (A) the Series 20102014-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5 to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R C Notes until the Class R Invested Amount is C Notes have been paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102014-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 1 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior sum of (x) the Series 2014-1 Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2014-1 Shortfall on such Distribution Date (together with interest on such Series 2014-1 Shortfall) will be less than the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees for sum of (I) the Series 20102014-6 1 Monthly Interest Period ending on the day preceding for such Distribution Date and (II) such Series 2014-1 Shortfall (together with interest thereon) and (B) the Series 20102014-6 1 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102014-6 1 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102014-6 1 Enhancement Amount to the Series 20102014-6 1 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 2010-6 3 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 2010-6 3 Collection Account an amount equal to the sum of (A) the Series 2010-6 3 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 2010-6 3 Collection Account shall be further allocated to the Series 2010-6 3 Accrued Interest Account; and; (ii) allocate to the Series 2010-6 3 Collection Account an amount equal to the sum of (A) the Series 2010-6 3 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5 to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 2010-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 3 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior sum of (x) the Series 2010-3 Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2010-3 Shortfall on such Distribution Date (together with interest on such Series 2010-3 Shortfall) will be less than the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees for sum of the Series 2010-6 3 Interest Period ending on the day preceding for such Distribution Date and such Series 2010-3 Shortfall and (B) the Series 2010-6 3 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 2010-6 3 Notes during the Related Month equal to the lesser of such insufficiency and the Series 2010-6 3 Enhancement Amount to the Series 2010-6 3 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102014-6 2 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102014-6 2 Collection Account an amount equal to the sum of (A) the Series 20102014-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102014-6 2 Collection Account shall be further allocated to the Series 20102014-6 2 Accrued Interest Account; and (ii) allocate to the Series 20102014-6 2 Collection Account an amount equal to the sum of (A) the Series 20102014-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5 to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102014-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 2 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior sum of (x) the Series 2014-2 Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2014-2 Shortfall on such Distribution Date (together with interest on such Series 2014-2 Shortfall) will be less than the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees for sum of (I) the Series 20102014-6 2 Monthly Interest Period ending on the day preceding for such Distribution Date and (II) such Series 2014-2 Shortfall (together with interest thereon) and (B) the Series 20102014-6 2 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102014-6 2 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102014-6 2 Enhancement Amount to the Series 20102014-6 2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102013-6 1 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102013-6 1 Collection Account an amount equal to the sum of (A) the Series 20102013-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102013-6 1 Collection Account shall be further allocated to the Series 20102013-6 1 Accrued Interest Account; and (ii) allocate to the Series 20102013-6 1 Collection Account an amount equal to the sum of (A) the Series 20102013-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5 to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102013-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 1 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior sum of (x) the Series 2013-1 Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2013-1 Shortfall on such Distribution Date (together with interest on such Series 2013-1 Shortfall) will be less than the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees for sum of (I) the Series 20102013-6 1 Monthly Interest Period ending on the day preceding for such Distribution Date and (II) such Series 2013-1 Shortfall (together with interest thereon) and (B) the Series 20102013-6 1 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102013-6 1 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102013-6 1 Enhancement Amount to the Series 20102013-6 1 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102018-6 1 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102018-6 1 Collection Account an amount equal to the sum of (A) the Series 20102018-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102018-6 1 Collection Account shall be further allocated to the Series 20102018-6 1 Accrued Interest Account; and (ii) allocate to the Series 20102018-6 1 Collection Account an amount equal to the sum of (A) the Series 20102018-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5, to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class C Notes until the Class C Notes have been paid in full and after the Class A Notes, the Class B Notes and the Class C Notes have been paid in full, shall be used to make principal payments in respect of the Class D Notes until the Class D Notes have been paid in full and, after the Class A Notes, the Class B Notes, the Class C Notes and the Class D Notes have been paid in full, shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102018-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 1 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the sum of (x) the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees C Monthly Interest on the next succeeding related Distribution Date, and (y) any unpaid Class A Shortfall, Class B Shortfall and Class C Shortfall on such Distribution Date (together with interest on such Class A Shortfall, Class B Shortfall and Class C Shortfall), will be less than the sum of (I) the Class A Senior Monthly InterestInterest for such Distribution Date, (II) the Class B Senior Monthly InterestInterest for such Distribution Date, (III) the Class A Commitment Fees and the Class B Commitment Fees C Monthly Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (IV) such Class A Shortfall, Class B Shortfall and Class C Shortfall (together with interest thereon) and (B) the Series 2010-6 Class A/B/C Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102018-6 1 Notes during the Related Month equal to the lesser of such insufficiency and the Series 2010-6 Class A/B/C Enhancement Amount to the Series 20102018-6 1 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further provided, further, however, that ifif on any Determination Date with respect to a Distribution Date on which the Class A Notes, the Class B Notes and the Class C Notes will no longer be outstanding (after giving effect to all anticipated reductions in the Class A Invested Amount, the Class B Invested Amount and the Class C Invested Amount on such Distribution Date) (A) the Administrator determines that, after giving effect to any allocation on such Series 2010-6 Deposit Datethe preceding proviso, the Monthly Total Principal Allocation for amount anticipated to be available from Interest Collections allocable to the Related Month would exceed Series 2018-1 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 2010-6 Invested Amount Class D Monthly Interest on such date the related Distribution Date, and (y) any insufficiency described in Class D Shortfall on such Distribution Date (together with interest thereon), will be less than the preceding provisosum of (I) the Class D Monthly Interest for such Distribution Date and (II) such Class D Shortfall (together with interest thereon) and (B) the Class D Enhancement Amount is greater than zero, then such excess the Administrator shall be direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102018-6 Reserve Account1 Notes during the Related Month equal to the lesser of such insufficiency and the Class D Enhancement Amount to the Series 2018-1 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102009-6 1 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102009-6 1 Collection Account an amount equal to the sum of (A) the Series 20102009-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102009-6 1 Collection Account shall be further allocated to the Series 20102009-6 1 Accrued Interest Account; and; (ii) allocate to the Series 20102009-6 1 Collection Account an amount equal to the sum of (A) the Series 20102009-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used to make principal payments in respect of the Class A Notes Series 2009-1 Notes, until the Class A Invested Amount is paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Series 2009-1 Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102009-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 1 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior sum of (x) the Series 2009-1 Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2009-1 Shortfall on such Distribution Date (together with interest on such Series 2009-1 Shortfall) will be less than the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees for sum of the Series 20102009-6 1 Monthly Interest Period ending on the day preceding for such Distribution Date and such Series 2009-1 Shortfall and (B) the Series 20102009-6 1 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102009-6 1 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102009-6 1 Enhancement Amount to the Series 20102009-6 1 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102023-6 3 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102023-6 3 Collection Account an amount equal to the sum of (A) the Series 20102023-6 3 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102023-6 3 Collection Account shall be further allocated to the Series 20102023-6 3 Accrued Interest Account; and (ii) allocate to the Series 20102023-6 3 Collection Account an amount equal to the sum of (A) the Series 20102023-6 3 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5, to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class C Notes until the Class C Notes have been paid in full, and after the Class A Notes, the Class B Notes and the Class C Notes have been paid in full (including interest thereon), shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102023-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 3 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A sum of (x) the Series 2023-3 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2023-3 Shortfall on such Distribution Date (together with interest on such Series 2023-3 Shortfall) will be less than the Class A sum of (I) the Series 2023-3 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (II) such Series 2023-3 Shortfall (together with interest thereon) and (B) the Series 20102023-6 3 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102023-6 3 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102023-6 3 Enhancement Amount to the Series 20102023-6 3 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further further, however, that ifif on any Determination Date the Administrator determines that, after giving effect to any allocation on such Series 2010-6 Deposit Datethe preceding proviso, the Monthly Total Principal Allocation for amount anticipated to be available from Interest Collections allocable to the Related Month would exceed Series 2023-3 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 20102023-6 Invested Amount on such date 3 Senior Monthly Interest for the next succeeding Distribution Date and (y) any insufficiency described unpaid Series 2023-3 Shortfall on such Distribution (together with interest in such Series 2023-3 Shortfall), will be less than the preceding provisosum of (I) the Series 2023-3 Senior Monthly Interest for such Distribution Date and (II) such Series 2023-3 Shortfall (together with interest thereon), then such excess the Administrator shall be direct the Trustee in writing to reallocate any portion of the Principal Collections allocated to the Series 20102023-6 Reserve Account3 Notes during the Related Month equal to the lesser of (1) the amount of such Principal Collections that is anticipated to remain after the payment of the Series 2023-3 Senior Invested Amount in full, and (2) any such interest due and owing in respect of the Class A Notes, the Class B Notes or the Class C Notes to the 2023-3 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCRARAC, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee)AGH, the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102003-6 4 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102003-6 4 Collection Account an amount equal to the sum of (A) the Series 20102003-6 4 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, Agreement for such day and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds amounts received by the Trustee in respect of the Series 2003-4 Interest Rate Swaps on such day. All such amounts allocated to the Series 20102003-6 4 Collection Account shall be further allocated to the Series 20102003-6 4 Accrued Interest Account; and; (ii) allocate to the Series 20102003-6 4 Collection Account an amount equal to the sum of (A) the Series 20102003-6 4 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used to make principal payments in respect of the Series Class A A-1 Notes, the Class A-2 Notes, the Class A-3 Notes and the Class A-4 Notes, ratably, without preference or priority of any kind, until the Class A Invested Amount is paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Series 2003-4 Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102003-6 4 Notes, any amounts payable to the Trustee in respect of Series 20102003-6 4 Interest Rate Cap Proceeds Swaps and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior Series 2003-4 Adjusted Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees Fixed Rate Payments on the next succeeding Distribution Date will be less than the Class A Senior sum of the Series 2003-4 Adjusted Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees Fixed Rate Payments for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (B) the Series 20102003-6 4 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102003-6 4 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102003-6 4 Enhancement Amount to the Series 20102003-6 4 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102019-6 3 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102019-6 3 Collection Account an amount equal to the sum of (A) the Series 20102019-6 3 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102019-6 3 Collection Account shall be further allocated to the Series 20102019-6 3 Accrued Interest Account; and (ii) allocate to the Series 20102019-6 3 Collection Account an amount equal to the sum of (A) the Series 20102019-6 3 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5, to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class C Notes until the Class C Notes have been paid in full and after the Class A Notes, the Class B Notes and the Class C Notes have been paid in full, shall be used to make principal payments in respect of the Class D Notes until the Class D Notes have been paid in full and, after the Class A Notes, the Class B Notes, the Class C Notes and the Class D Notes have been paid in full, shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102019-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 3 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the sum of (x) the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees C Monthly Interest on the next succeeding related Distribution Date, and (y) any unpaid Class A Shortfall, Class B Shortfall and Class C Shortfall on such Distribution Date (together with interest on such Class A Shortfall, Class B Shortfall and Class C Shortfall), will be less than the sum of (I) the Class A Senior Monthly InterestInterest for such Distribution Date, (II) the Class B Senior Monthly InterestInterest for such Distribution Date, (III) the Class A Commitment Fees and the Class B Commitment Fees C Monthly Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (IV) such Class A Shortfall, Class B Shortfall and Class C Shortfall (together with interest thereon) and (B) the Series 2010-6 Class A/B/C Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102019-6 3 Notes during the Related Month equal to the lesser of such insufficiency and the Series 2010-6 Class A/B/C Enhancement Amount to the Series 20102019-6 3 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further provided, further, however, that ifif on any Determination Date with respect to a Distribution Date on which the Class A Notes, the Class B Notes and the Class C Notes will no longer be outstanding (after giving effect to all anticipated reductions in the Class A Invested Amount, the Class B Invested Amount and the Class C Invested Amount on such Distribution Date) (A) the Administrator determines that, after giving effect to any allocation on such Series 2010-6 Deposit Datethe preceding proviso, the Monthly Total Principal Allocation for amount anticipated to be available from Interest Collections allocable to the Related Month would exceed Series 2019-3 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 2010-6 Invested Amount Class D Monthly Interest on such date the related Distribution Date, and (y) any insufficiency described in Class D Shortfall on such Distribution Date (together with interest thereon), will be less than the preceding provisosum of (I) the Class D Monthly Interest for such Distribution Date and (II) such Class D Shortfall (together with interest thereon) and (B) the Class D Enhancement Amount is greater than zero, then such excess the Administrator shall be direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102019-6 Reserve Account3 Notes during the Related Month equal to the lesser of such insufficiency and the Class D Enhancement Amount to the Series 2019-3 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence occur-rence of an Event of Bankruptcy with respect to ABCRCCRG, ARAC, BRAC, or any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Administra-tion Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102004-6 1 Deposit Date, all amounts deposited into the Collection Account as set forth below: (i) allocate to the Series 20102004-6 1 Collection Account an amount equal to the sum of (A) the Series 20102004-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 20102004-6 VFN 1 Finance Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP II I Finance Lease Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds amounts received by the Trustee on such day in respect of the Series 2004-1 Interest Rate Xxxxxx on such day. All such amounts allocated to the Series 20102004-6 1 Collection Account shall be further allocated to the Series 20102004-6 1 Accrued Interest Account; and (ii) allocate to the Series 20102004-6 1 Collection Account an amount equal to the sum of (A) the Series 20102004-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 20102004-6 VFN 1 Finance Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP II I Finance Lease Loan Agreement, which amount shall be used to make principal payments on each Payment Date in respect of the Class A A-1 Notes and the Class A-2 Notes, ratably, without preference or priority of any kind, until the Class A Series 2004-1 Invested Amount is paid in full, and after the Class A Notes have has been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102004-6 1 Notes, any amounts received by the Trustee on such day in respect of the Series 20102004-6 1 Interest Rate Cap Proceeds Xxxxxx and other amounts available pursuant to Section 3.3 to pay the Class A Senior Series 2004-1 Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees any Fixed Rate Payments and the Class B Commitment Fees on the next succeeding Distribution Date will be less than the Class A Senior Series 2004-1 Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Fixed Rate Payments and the Class B Commitment Fees for the Series 20102004-6 1 Interest Period ending on the day preceding such Distribution Date and (B) the Series 20102004-6 1 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102004-6 1 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102004-6 1 Enhancement Amount to the Series 20102004-6 1 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102020-6 2 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102020-6 2 Collection Account an amount equal to the sum of (A) the Series 20102020-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102020-6 2 Collection Account shall be further allocated to the Series 20102020-6 2 Accrued Interest Account; and (ii) allocate to the Series 20102020-6 2 Collection Account an amount equal to the sum of (A) the Series 20102020-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5, to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class C Notes until the Class C Notes have been paid in full and after the Class A Notes, the Class B Notes and the Class C Notes have been paid in full (including interest thereon), shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102020-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 2 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A sum of (x) the Series 2020-2 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2020-2 Shortfall on such Distribution Date (together with interest on such Series 2020-2 Shortfall) will be less than the Class A sum of (I) the Series 2020-2 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (II) such Series 2020-2 Shortfall (together with interest thereon) and (B) the Series 20102020-6 2 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102020-6 2 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102020-6 2 Enhancement Amount to the Series 20102020-6 2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further further, however, that ifif on any Determination Date the Administrator determines that, after giving effect to any allocation on such Series 2010-6 Deposit Datethe preceding proviso, the Monthly Total Principal Allocation for amount anticipated to be available from Interest Collections allocable to the Related Month would exceed Series 2020-2 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 20102020-6 Invested Amount on such date 2 Senior Monthly Interest for the next succeeding Distribution Date and (y) any insufficiency described unpaid Series 2020-2 Shortfall on such Distribution (together with interest in such Series 2020-2 Shortfall), will be less than the preceding provisosum of (I) the Series 2020-2 Senior Monthly Interest for such Distribution Date and (II) such Series 2020-2 Shortfall (together with interest thereon), then such excess the Administrator shall be direct the Trustee in writing to reallocate any portion of the Principal Collections allocated to the Series 20102020-6 Reserve Account2 Notes during the Related Month equal to the lesser of (1) the amount of such Principal Collections that is anticipated to remain after the payment of the Series 2020-2 Senior Invested Amount in full, and (2) any such interest due and owing in respect of the Class A Notes, the Class B Notes or the Class C Notes to the 2020-2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102023-6 2 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102023-6 2 Collection Account an amount equal to the sum of (A) the Series 20102023-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102023-6 2 Collection Account shall be further allocated to the Series 20102023-6 2 Accrued Interest Account; and (ii) allocate to the Series 20102023-6 2 Collection Account an amount equal to the sum of (A) the Series 20102023-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5, to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class C Notes until the Class C Notes have been paid in full, and after the Class A Notes, the Class B Notes and the Class C Notes have been paid in full (including interest thereon), shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102023-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 2 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A sum of (x) the Series 2023-2 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2023-2 Shortfall on such Distribution Date (together with interest on such Series 2023-2 Shortfall) will be less than the Class A sum of (I) the Series 2023-2 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (II) such Series 2023-2 Shortfall (together with interest thereon) and (B) the Series 20102023-6 2 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102023-6 2 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102023-6 2 Enhancement Amount to the Series 20102023-6 2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further further, however, that ifif on any Determination Date the Administrator determines that, after giving effect to any allocation on such Series 2010-6 Deposit Datethe preceding proviso, the Monthly Total Principal Allocation for amount anticipated to be available from Interest Collections allocable to the Related Month would exceed Series 2023-2 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 20102023-6 Invested Amount on such date 2 Senior Monthly Interest for the next succeeding Distribution Date and (y) any insufficiency described unpaid Series 2023-2 Shortfall on such Distribution (together with interest in such Series 2023-2 Shortfall), will be less than the preceding provisosum of (I) the Series 2023-2 Senior Monthly Interest for such Distribution Date and (II) such Series 2023-2 Shortfall (together with interest thereon), then such excess the Administrator shall be direct the Trustee in writing to reallocate any portion of the Principal Collections allocated to the Series 20102023-6 Reserve Account2 Notes during the Related Month equal to the lesser of (1) the amount of such Principal Collections that is anticipated to remain after the payment of the Series 2023-2 Senior Invested Amount in full, and (2) any such interest due and owing in respect of the Class A Notes, the Class B Notes or the Class C Notes to the 2023-2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 2010-6 Deposit Date, all amounts deposited into the Collection Account as set forth below: (i) allocate to the Series 2010-6 Collection Account an amount equal to the sum of (A) the Series 2010-6 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on such day. All such amounts allocated to the Series 2010-6 Collection Account shall be further allocated to the Series 2010-6 Accrued Interest Account; and (ii) allocate to the Series 2010-6 Collection Account an amount equal to the sum of (A) the Series 2010-6 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used to make principal payments in respect of the Class A Series 2010-6 Notes until the Class A Invested Amount is paid in full, and after the Class A Series 2010-6 Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 2010-6 Notes, Series 2010-6 Interest Rate Cap Proceeds and other amounts available pursuant to Section 3.3 to pay the Class A Series 2010-6 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees on the next succeeding Distribution Date will be less than the Class A Series 2010-6 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (B) the Series 2010-6 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 2010-6 Notes during the Related Month equal to the lesser of such insufficiency and the Series 2010-6 Enhancement Amount to the Series 2010-6 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102015-6 2 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102015-6 2 Collection Account an amount equal to the sum of (A) the Series 20102015-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102015-6 2 Collection Account shall be further allocated to the Series 20102015-6 2 Accrued Interest Account; and (ii) allocate to the Series 20102015-6 2 Collection Account an amount equal to the sum of (A) the Series 20102015-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5 to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R C Notes until the Class R Invested Amount is C Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102015-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 2 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior sum of (x) the Series 2015-2 Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2015-2 Shortfall on such Distribution Date (together with interest on such Series 2015-2 Shortfall) will be less than the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees for sum of (I) the Series 20102015-6 2 Monthly Interest Period ending on the day preceding for such Distribution Date and (II) such Series 2015-2 Shortfall (together with interest thereon) and (B) the Series 20102015-6 2 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102015-6 2 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102015-6 2 Enhancement Amount to the Series 20102015-6 2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102019-6 1 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102019-6 1 Collection Account an amount equal to the sum of (A) the Series 20102019-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102019-6 1 Collection Account shall be further allocated to the Series 20102019-6 1 Accrued Interest Account; and (ii) allocate to the Series 20102019-6 1 Collection Account an amount equal to the sum of (A) the Series 20102019-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5, to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class C Notes until the Class C Notes have been paid in full and after the Class A Notes, the Class B Notes and the Class C Notes have been paid in full (including interest thereon), shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102019-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 1 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A sum of (x) the Series 2019-1 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2019-1 Shortfall on such Distribution Date (together with interest on such Series 2019-1 Shortfall) will be less than the Class A sum of (I) the Series 2019-1 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (II) such Series 2019-1 Shortfall (together with interest thereon) and (B) the Series 20102019-6 1 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102019-6 1 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102019-6 1 Enhancement Amount to the Series 20102019-6 1 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further further, however, that ifif on any Determination Date the Administrator determines that, after giving effect to any allocation on such Series 2010-6 Deposit Datethe preceding proviso, the Monthly Total Principal Allocation for amount anticipated to be available from Interest Collections allocable to the Related Month would exceed Series 2019-1 Notes and other amounts available pursuant to Section 2.3 to pay the sum of of (x) the Series 20102019-6 Invested Amount on such date 1 Senior Monthly Interest for the next succeeding Distribution Date and (y) any insufficiency described unpaid Series 2019-1 Shortfall on such Distribution (together with interest in such Series 2019-1 Shortfall), will be less than the preceding provisosum of (I) the Series 2019-1 Senior Monthly Interest for such Distribution Date and (II) such Series 2019-1 Shortfall (together with interest thereon), then such excess the Administrator shall be direct the Trustee in writing to reallocate any portion of the Principal Collections allocated to the Series 20102019-6 Reserve Account1 Notes during the Related Month equal to the lesser of (1) the amount of such Principal Collections that is anticipated to remain after the payment of the Series 2019-1 Senior Invested Amount in full, and (2) any such interest due and owing in respect of the Class A Notes, the Class B Notes or the Class C Notes to the 2019-1 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102018-6 1 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102018-6 1 Collection Account an amount equal to the sum of (A) the Series 20102018-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102018-6 1 Collection Account shall be further allocated to the Series 20102018-6 1 Accrued Interest Account; and (ii) allocate to the Series 20102018-6 1 Collection Account an amount equal to the sum of (A) the Series 20102018-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5, to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class C Notes until the Class C Notes have been paid in full and after the Class A Notes, the Class B Notes and the Class C Notes have been paid in full (including interest thereon), shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102018-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 1 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A sum of (x) the Series 2018-1 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2018-1 Shortfall on such Distribution Date (together with interest on such Series 2018-1 Shortfall) will be less than the Class A sum of (I) the Series 2018-1 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (II) such Series 2018-1 Shortfall (together with interest thereon) and (B) the Series 20102018-6 1 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102018-6 1 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102018-6 1 Enhancement Amount to the Series 20102018-6 1 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further further, however, that ifif on any Determination Date the Administrator determines that, after giving effect to any allocation on such Series 2010-6 Deposit Datethe preceding proviso, the Monthly Total Principal Allocation for amount anticipated to be available from Interest Collections allocable to the Related Month would exceed Series 2018-1 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 20102018-6 Invested Amount on such date 1 Senior Monthly Interest for the next succeeding Distribution Date and (y) any insufficiency described unpaid Series 2018-1 Shortfall on such Distribution (together with interest in such Series 2018-1 Shortfall), will be less than the preceding provisosum of (I) the Series 2018-1 Senior Monthly Interest for such Distribution Date and (II) such Series 2018-1 Shortfall (together with interest thereon), then such excess the Administrator shall be direct the Trustee in writing to reallocate any portion of the Principal Collections allocated to the Series 20102018-6 Reserve Account1 Notes during the Related Month equal to the lesser of (1) the amount of such Principal Collections that is anticipated to remain after the payment of the Series 2018-1 Senior Invested Amount in full, and (2) any such interest due and owing in respect of the Class A Notes, the Class B Notes or the Class C Notes to the 2018-1 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102021-6 2 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102021-6 2 Collection Account an amount equal to the sum of (A) the Series 20102021-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102021-6 2 Collection Account shall be further allocated to the Series 20102021-6 2 Accrued Interest Account; and (ii) allocate to the Series 20102021-6 2 Collection Account an amount equal to the sum of (A) the Series 20102021-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5, to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class C Notes until the Class C Notes have been paid in full, and after the Class A Notes, the Class B Notes and the Class C Notes have been paid in full shall be used to make principal payments in respect of the Class D Notes until the Class D Notes have been paid in full, and after the Class A Notes, the Class B Notes, the Class C Notes and the Class D Notes have been paid in full (including interest thereon), shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102021-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 2 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A sum of (x) the Series 2021-2 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2021-2 Shortfall on such Distribution Date (together with interest on such Series 2021-2 Shortfall) will be less than the Class A sum of (I) the Series 2021-2 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (II) such Series 2021-2 Shortfall (together with interest thereon) and (B) the Series 20102021-6 2 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102021-6 2 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102021-6 2 Enhancement Amount to the Series 20102021-6 2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further further, however, that ifif on any Determination Date the Administrator determines that, after giving effect to any allocation on such Series 2010-6 Deposit Datethe preceding proviso, the Monthly Total Principal Allocation for amount anticipated to be available from Interest Collections allocable to the Related Month would exceed Series 2021-2 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 20102021-6 Invested Amount on such date 2 Senior Monthly Interest for the next succeeding Distribution Date and (y) any insufficiency described unpaid Series 2021-2 Shortfall on such Distribution (together with interest in such Series 2021-2 Shortfall), will be less than the preceding provisosum of (I) the Series 2021-2 Senior Monthly Interest for such Distribution Date and (II) such Series 2021-2 Shortfall (together with interest thereon), then such excess the Administrator shall be direct the Trustee in writing to reallocate any portion of the Principal Collections allocated to the Series 20102021-6 Reserve Account2 Notes during the Related Month equal to the lesser of (1) the amount of such Principal Collections that is anticipated to remain after the payment of the Series 2021-2 Senior Invested Amount in full, and (2) any such interest due and owing in respect of the Class A Notes, the Class B Notes, the Class C Notes or the Class D Notes to the 2021-2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102023-6 1 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102023-6 1 Collection Account an amount equal to the sum of (A) the Series 20102023-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102023-6 1 Collection Account shall be further allocated to the Series 20102023-6 1 Accrued Interest Account; and (ii) allocate to the Series 20102023-6 1 Collection Account an amount equal to the sum of (A) the Series 20102023-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5, to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class C Notes until the Class C Notes have been paid in full, and after the Class A Notes, the Class B Notes and the Class C Notes have been paid in full (including interest thereon), shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102023-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 1 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A sum of (x) the Series 2023-1 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2023-1 Shortfall on such Distribution Date (together with interest on such Series 2023-1 Shortfall) will be less than the Class A sum of (I) the Series 2023-1 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (II) such Series 2023-1 Shortfall (together with interest thereon) and (B) the Series 20102023-6 1 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102023-6 1 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102023-6 1 Enhancement Amount to the Series 20102023-6 1 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further further, however, that ifif on any Determination Date the Administrator determines that, after giving effect to any allocation on such Series 2010-6 Deposit Datethe preceding proviso, the Monthly Total Principal Allocation for amount anticipated to be available from Interest Collections allocable to the Related Month would exceed Series 2023-1 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 20102023-6 Invested Amount on such date 1 Senior Monthly Interest for the next succeeding Distribution Date and (y) any insufficiency described unpaid Series 2023-1 Shortfall on such Distribution (together with interest in such Series 2023-1 Shortfall), will be less than the preceding provisosum of (I) the Series 2023-1 Senior Monthly Interest for such Distribution Date and (II) such Series 2023-1 Shortfall (together with interest thereon), then such excess the Administrator shall be direct the Trustee in writing to reallocate any portion of the Principal Collections allocated to the Series 20102023-6 Reserve Account1 Notes during the Related Month equal to the lesser of (1) the amount of such Principal Collections that is anticipated to remain after the payment of the Series 2023-1 Senior Invested Amount in full, and (2) any such interest due and owing in respect of the Class A Notes, the Class B Notes or the Class C Notes to the 2023-1 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102011-6 2 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102011-6 2 Collection Account an amount equal to the sum of (A) the Series 20102011-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102011-6 2 Collection Account shall be further allocated to the Series 20102011-6 2 Accrued Interest Account; and (ii) allocate to the Series 20102011-6 2 Collection Account an amount equal to the sum of (A) the Series 20102011-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5 to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102011-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 2 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior sum of (x) the Series 2011-2 Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2011-2 Shortfall on such Distribution Date (together with interest on such Series 2011-2 Shortfall) will be less than the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees for sum of (I) the Series 20102011-6 2 Monthly Interest Period ending on the day preceding for such Distribution Date and (II) such Series 2011-2 Shortfall (together with interest thereon) and (B) the Series 20102011-6 2 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102011-6 2 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102011-6 2 Enhancement Amount to the Series 20102011-6 2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102015-6 1 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102015-6 1 Collection Account an amount equal to the sum of (A) the Series 20102015-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102015-6 1 Collection Account shall be further allocated to the Series 20102015-6 1 Accrued Interest Account; and (ii) allocate to the Series 20102015-6 1 Collection Account an amount equal to the sum of (A) the Series 20102015-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5 to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R C Notes until the Class R Invested Amount is C Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102015-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 1 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior sum of (x) the Series 2015-1 Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2015-1 Shortfall on such Distribution Date (together with interest on such Series 2015-1 Shortfall) will be less than the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees for sum of (I) the Series 20102015-6 1 Monthly Interest Period ending on the day preceding for such Distribution Date and (II) such Series 2015-1 Shortfall (together with interest thereon) and (B) the Series 20102015-6 1 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102015-6 1 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102015-6 1 Enhancement Amount to the Series 20102015-6 1 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102019-6 3 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102019-6 3 Collection Account an amount equal to the sum of (A) the Series 20102019-6 3 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102019-6 3 Collection Account shall be further allocated to the Series 20102019-6 3 Accrued Interest Account; and (ii) allocate to the Series 20102019-6 3 Collection Account an amount equal to the sum of (A) the Series 20102019-6 3 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5, to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class C Notes until the Class C Notes have been paid in full and after the Class A Notes, the Class B Notes and the Class C Notes have been paid in full (including interest thereon), shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102019-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 3 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A sum of (x) the Series 2019-3 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2019-3 Shortfall on such Distribution Date (together with interest on such Series 2019-3 Shortfall) will be less than the Class A sum of (I) the Series 2019-3 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (II) such Series 2019-3 Shortfall (together with interest thereon) and (B) the Series 20102019-6 3 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102019-6 3 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102019-6 3 Enhancement Amount to the Series 20102019-6 3 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further further, however, that ifif on any Determination Date the Administrator determines that, after giving effect to any allocation on such Series 2010-6 Deposit Datethe preceding proviso, the Monthly Total Principal Allocation for amount anticipated to be available from Interest Collections allocable to the Related Month would exceed Series 2019-3 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 20102019-6 Invested Amount on such date 3 Senior Monthly Interest for the next succeeding Distribution Date and (y) any insufficiency described unpaid Series 2019-3 Shortfall on such Distribution (together with interest in such Series 2019-3 Shortfall), will be less than the preceding provisosum of (I) the Series 2019-3 Senior Monthly Interest for such Distribution Date and (II) such Series 2019-3 Shortfall (together with interest thereon), then such excess the Administrator shall be direct the Trustee in writing to reallocate any portion of the Principal Collections allocated to the Series 20102019-6 Reserve Account3 Notes during the Related Month equal to the lesser of (1) the amount of such Principal Collections that is anticipated to remain after the payment of the Series 2019-3 Senior Invested Amount in full, and (2) any such interest due and owing in respect of the Class A Notes, the Class B Notes or the Class C Notes to the 2019-3 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCRCCRG, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102005-6 1 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102005-6 1 Collection Account an amount equal to the sum of (A) the Series 20102005-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, Agreement for such day and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds amounts received by the Trustee in respect of the Series 2005-1 Interest Rate Swaps on such day. All such amounts allocated to the Series 20102005-6 1 Collection Account shall be further allocated to the Series 20102005-6 1 Accrued Interest Account; and; (ii) allocate to the Series 20102005-6 Collection 1 Col-lection Account an amount equal to the sum of (A) the Series 20102005-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010Agree-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreementment, which amount shall be used to make principal payments in respect of the Series Class A A-1 Notes, the Class A-2 Notes and the Class A-3 Notes, ratably, without preference or priority of any kind, until the Class A Invested Amount is paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Series 2005-1 Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102005-6 1 Notes, any amounts payable to the Trustee in respect of Series 20102005-6 1 Interest Rate Cap Proceeds Swaps and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior Series 2005-1 Adjusted Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees on any Fixed Rate Payments for the next succeeding Distribution Date will be less than the Class A Senior sum of the Series 2005-1 Adjusted Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees Fixed Rate Payments for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (B) the Series 20102005-6 1 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102005-6 1 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102005-6 1 Enhancement Amount to the Series 20102005-6 1 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102009-6 2 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102009-6 2 Collection Account an amount equal to the sum of (A) the Series 20102009-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102009-6 2 Collection Account shall be further allocated to the Series 20102009-6 2 Accrued Interest Account; and; (ii) allocate to the Series 20102009-6 2 Collection Account an amount equal to the sum of (A) the Series 20102009-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used to make principal payments in respect of the Class A Notes Series 2009-2 Notes, until the Class A Invested Amount is paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Series 2009-2 Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102009-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 2 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior sum of (x) the Series 2009-2 Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2009-2 Shortfall on such Distribution Date (together with interest on such Series 2009-2 Shortfall) will be less than the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees for sum of the Series 20102009-6 2 Monthly Interest Period ending on the day preceding for such Distribution Date and such Series 2009-2 Shortfall and (B) the Series 20102009-6 2 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102009-6 2 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102009-6 2 Enhancement Amount to the Series 20102009-6 2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCRARAC, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee)AGH, the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102003-6 5 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102003-6 5 Collection Account an amount equal to the sum of (A) the Series 20102003-6 5 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, Agreement for such day and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds amounts received by the Trustee in respect of the Series 2003-5 Interest Rate Caps on such day. All such amounts allocated to the Series 20102003-6 5 Collection Account shall be further allocated to the Series 20102003-6 5 Accrued Interest Account; and; (ii) allocate to the Series 20102003-6 5 Collection Account an amount equal to the sum of (A) the Series 20102003-6 5 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used to make principal payments in respect of the Series Class A A-1 Notes and the Class A-2 Notes, ratably, without preference or priority of any kind, until the Class A Invested Amount is paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Series 2003-5 Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102003-6 5 Notes, any amounts payable to the Trustee in respect of Series 20102003-6 5 Interest Rate Cap Proceeds Caps and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior Series 2003-5 Adjusted Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees Interest on the next succeeding Distribution Date will be less than the Class A Senior Series 2003-5 Adjusted Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (B) the Series 20102003-6 5 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102003-6 5 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102003-6 5 Enhancement Amount to the Series 20102003-6 5 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 2010-6 5 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 2010-6 5 Collection Account an amount equal to the sum of (A) the Series 2010-6 5 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 2010-6 5 Collection Account shall be further allocated to the Series 2010-6 5 Accrued Interest Account; and; (ii) allocate to the Series 2010-6 5 Collection Account an amount equal to the sum of (A) the Series 2010-6 5 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5 to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R C Notes until the Class R Invested Amount is C Notes have been paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 2010-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 5 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior sum of (x) the Series 2010-5 Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2010-5 Shortfall on such Distribution Date (together with interest on such Series 2010-5 Shortfall) will be less than the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees for sum of the Series 2010-6 5 Interest Period ending on the day preceding for such Distribution Date and such Series 2010-5 Shortfall and (B) the Series 2010-6 5 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 2010-6 5 Notes during the Related Month equal to the lesser of such insufficiency and the Series 2010-6 5 Enhancement Amount to the Series 2010-6 5 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102011-6 1 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102011-6 1 Collection Account an amount equal to the sum of (A) the Series 20102011-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102011-6 1 Collection Account shall be further allocated to the Series 20102011-6 1 Accrued Interest Account; and (ii) allocate to the Series 20102011-6 1 Collection Account an amount equal to the sum of (A) the Series 20102011-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5 to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102011-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 1 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior sum of (x) the Series 2011-1 Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2011-1 Shortfall on such Distribution Date (together with interest on such Series 2011-1 Shortfall) will be less than the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees for sum of (I) the Series 20102011-6 1 Monthly Interest Period ending on the day preceding for such Distribution Date and (II) such Series 2011-1 Shortfall (together with interest thereon) and (B) the Series 20102011-6 1 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102011-6 1 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102011-6 1 Enhancement Amount to the Series 20102011-6 1 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102012-6 1 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102012-6 1 Collection Account an amount equal to the sum of (A) the Series 20102012-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102012-6 1 Collection Account shall be further allocated to the Series 20102012-6 1 Accrued Interest Account; and (ii) allocate to the Series 20102012-6 1 Collection Account an amount equal to the sum of (A) the Series 20102012-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5 to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102012-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 1 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior sum of (x) the Series 2012-1 Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2012-1 Shortfall on such Distribution Date (together with interest on such Series 2012-1 Shortfall) will be less than the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees for sum of (I) the Series 20102012-6 1 Monthly Interest Period ending on the day preceding for such Distribution Date and (II) such Series 2012-1 Shortfall (together with interest thereon) and (B) the Series 20102012-6 1 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102012-6 1 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102012-6 1 Enhancement Amount to the Series 20102012-6 1 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102019-6 2 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102019-6 2 Collection Account an amount equal to the sum of (A) the Series 20102019-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102019-6 2 Collection Account shall be further allocated to the Series 20102019-6 2 Accrued Interest Account; and (ii) allocate to the Series 20102019-6 2 Collection Account an amount equal to the sum of (A) the Series 20102019-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5, to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class C Notes until the Class C Notes have been paid in full and after the Class A Notes, the Class B Notes and the Class C Notes have been paid in full, shall be used to make principal payments in respect of the Class D Notes until the Class D Notes have been paid in full and, after the Class A Notes, the Class B Notes, the Class C Notes and the Class D Notes have been paid in full, shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102019-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 2 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the sum of (x) the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees C Monthly Interest on the next succeeding related Distribution Date, and (y) any unpaid Class A Shortfall, Class B Shortfall and Class C Shortfall on such Distribution Date (together with interest on such Class A Shortfall, Class B Shortfall and Class C Shortfall), will be less than the sum of (I) the Class A Senior Monthly InterestInterest for such Distribution Date, (II) the Class B Senior Monthly InterestInterest for such Distribution Date, (III) the Class A Commitment Fees and the Class B Commitment Fees C Monthly Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (IV) Class A Shortfall, Class B Shortfall and Class C Shortfall (together with interest thereon) and (B) the Series 2010-6 Class A/B/C Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102019-6 2 Notes during the Related Month equal to the lesser of such insufficiency and the Series 2010-6 Class A/B/C Enhancement Amount to the Series 20102019-6 2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further provided, further, however, that ifif on any Determination Date with respect to a Distribution Date on which the Class A Notes, the Class B Notes and the Class C Notes will no longer be outstanding (after giving effect to all anticipated reductions in the Class A Invested Amount, the Class B Invested Amount and the Class C Invested Amount on such Distribution Date) (A) the Administrator determines that, after giving effect to any allocation on such Series 2010-6 Deposit Datethe preceding proviso, the Monthly Total Principal Allocation for amount anticipated to be available from Interest Collections allocable to the Related Month would exceed Series 2019-2 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 2010-6 Invested Amount Class D Monthly Interest on such date the related Distribution Date, and (y) any insufficiency described in Class D Shortfall on such Distribution Date (together with interest thereon), will be less than the preceding provisosum of (I) the Class D Monthly Interest for such Distribution Date and (II) such Class D Shortfall (together with interest thereon) and (B) the Class D Enhancement Amount is greater than zero, then such excess the Administrator shall be direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102019-6 Reserve Account2 Notes during the Related Month equal to the lesser of such insufficiency and the Class D Enhancement Amount to the Series 2019-2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102011-6 5 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102011-6 5 Collection Account an amount equal to the sum of (A) the Series 20102011-6 5 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102011-6 5 Collection Account shall be further allocated to the Series 20102011-6 5 Accrued Interest Account; and (ii) allocate to the Series 20102011-6 5 Collection Account an amount equal to the sum of (A) the Series 20102011-6 5 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5 to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R C Notes until the Class R Invested Amount is C Notes have been paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102011-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 5 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, sum of (w) the Class A Commitment Fees and the Class B Commitment Fees on Monthly Interest for the next succeeding Distribution Date, (x) the Class B Monthly Interest for the next succeeding Distribution Date, (y) any unpaid Class A Shortfall on such Distribution Date (together with interest on such Class A Shortfall) and (z) any unpaid Class B Shortfall on such Distribution Date (together with interest on such Class B Shortfall) will be less than the sum of (I) the Class A Senior Monthly InterestInterest for such Distribution Date, (II) the Class B Senior Monthly InterestInterest for such Distribution Date, the (III) such Class A Commitment Fees Shortfall (together with interest thereon) and the (IV) such Class B Commitment Fees for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date Shortfall (together with interest thereon) and (B) the Series 2010-6 Class A/B Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102011-6 5 Notes during the Related Month equal to the lesser of such insufficiency and the Series 2010-6 Class A/B Enhancement Amount to the Series 20102011-6 5 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that ifprovided, further, if on any Determination Date with respect to a Distribution Date on which the both the Class A Notes and the Class B Notes will no longer be outstanding (after giving effect to any allocation all anticipated reductions in the Class A Invested Amount and Class B Invested Amount to be made on such Distribution Date) (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102011-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed 5 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 2010-6 Invested Amount on such date Class C Monthly Interest for the next succeeding Distribution Date and (y) any insufficiency described in unpaid Class C Shortfall on such Distribution Date (together with interest on such Class C Shortfall) will be less than the preceding provisosum of (I) the Class C Monthly Interest for such Distribution Date and (II) such Class C Shortfall (together with interest thereon) and (B) the Class C Enhancement Amount is greater than zero, then such excess the Administrator shall be direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102011-6 Reserve Account5 Notes during the Related Month equal to the lesser of such insufficiency and the Class C Enhancement Amount to the Series 2011-5 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102007-6 2 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102007-6 2 Collection Account an amount equal to the sum of (A) the Series 20102007-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, Agreement for such day and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds amounts received by the Trustee in respect of the Series 2007-2 Interest Rate Swaps on such day. All such amounts allocated to the Series 20102007-6 2 Collection Account shall be further allocated to the Series 20102007-6 2 Accrued Interest Account; and; (ii) allocate to the Series 20102007-6 2 Collection Account an amount equal to the sum of (A) the Series 20102007-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used to make principal payments in respect of the Class A Notes Series 2007-2 Notes, until the Class A Invested Amount is paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Series 2007-2 Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102007-6 2 Notes, any amounts payable to the Trustee in respect of Series 20102007-6 2 Interest Rate Cap Proceeds Swaps and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior Series 2007-2 Adjusted Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees on any Fixed Rate Payments for the next succeeding Distribution Date will be less than the Class A Senior sum of the Series 2007-2 Adjusted Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees Fixed Rate Payments for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (B) the Series 20102007-6 2 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102007-6 2 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102007-6 2 Enhancement Amount to the Series 20102007-6 2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102022-6 2 Deposit Date, all amounts deposited into the Collection Account as set forth below: (i) allocate to the Series 20102022-6 2 Collection Account an amount equal to the sum of (A) the Series 20102022-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, Agreement and (B) the Series 20102022-6 2 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on such dayAgreement. All such amounts allocated to the Series 20102022-6 2 Collection Account shall be further allocated to the Series 20102022-6 2 Accrued Interest Account; and (ii) allocate to the Series 20102022-6 2 Collection Account an amount equal to the sum of (A) the Series 20102022-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 20102022-6 2 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used to make principal payments in respect of the Class A Notes until the Class A Invested Amount is paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102022-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 2 Notes and other amounts available pursuant to Section 3.3 to pay the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees on the next succeeding Distribution Date will be less than the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees for the Series 20102022-6 2 Interest Period ending on the day preceding such Distribution Date and (B) the Series 20102022-6 2 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102022-6 2 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102022-6 2 Enhancement Amount to the Series 20102022-6 2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 20102022-6 2 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 20102022-6 2 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 20102022-6 2 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102022-6 1 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102022-6 1 Collection Account an amount equal to the sum of (A) the Series 20102022-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102022-6 1 Collection Account shall be further allocated to the Series 20102022-6 1 Accrued Interest Account; and (ii) allocate to the Series 20102022-6 1 Collection Account an amount equal to the sum of (A) the Series 20102022-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5, to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class C Notes until the Class C Notes have been paid in full, and after the Class A Notes, the Class B Notes and the Class C Notes have been paid in full shall be used to make principal payments in respect of the Class D Notes until the Class D Notes have been paid in full, and after the Class A Notes, the Class B Notes, the Class C Notes and the Class D Notes have been paid in full (including interest thereon), shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102022-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 1 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A sum of (x) the Series 2022-1 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2022-1 Shortfall on such Distribution Date (together with interest on such Series 2022-1 Shortfall) will be less than the Class A sum of (I) the Series 2022-1 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (II) such Series 2022-1 Shortfall (together with interest thereon) and (B) the Series 20102022-6 1 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102022-6 1 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102022-6 1 Enhancement Amount to the Series 20102022-6 1 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further further, however, that ifif on any Determination Date the Administrator determines that, after giving effect to any allocation on such Series 2010-6 Deposit Datethe preceding proviso, the Monthly Total Principal Allocation for amount anticipated to be available from Interest Collections allocable to the Related Month would exceed Series 2022-1 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 20102022-6 Invested Amount on such date 1 Senior Monthly Interest for the next succeeding Distribution Date and (y) any insufficiency described unpaid Series 2022-1 Shortfall on such Distribution (together with interest in such Series 2022-1 Shortfall), will be less than the preceding provisosum of (I) the Series 2022-1 Senior Monthly Interest for such Distribution Date and (II) such Series 2022-1 Shortfall (together with interest thereon), then such excess the Administrator shall be direct the Trustee in writing to reallocate any portion of the Principal Collections allocated to the Series 20102022-6 Reserve Account1 Notes during the Related Month equal to the lesser of (1) the amount of such Principal Collections that is anticipated to remain after the payment of the Series 2022-1 Senior Invested Amount in full, and (2) any such interest due and owing in respect of the Class A Notes, the Class B Notes, the Class C Notes or the Class D Notes to the 2022-1 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 2010AMERICAS 93983148 (2K) 29 2017-6 2 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102017-6 2 Collection Account an amount equal to the sum of (A) the Series 20102017-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102017-6 2 Collection Account shall be further allocated to the Series 20102017-6 2 Accrued Interest Account; and (ii) allocate to the Series 20102017-6 2 Collection Account an amount equal to the sum of (A) the Series 20102017-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5, to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class C Notes until the Class C Notes have been paid in full and after the Class A Notes, the Class B Notes and the Class C Notes have been paid in full (including interest thereon), shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102017-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 2 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A sum of (x) the Series 2017-2 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2017-2 Shortfall on such Distribution Date (together with interest on such Series 2017-2 Shortfall) will be less than the Class A sum of (I) the Series 2017-2 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (II) such Series 2017-2 Shortfall (together with interest thereon) and (B) the Series 20102017-6 2 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102017-6 2 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102017-6 2 Enhancement Amount to the Series 20102017-6 2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further further, however, that ifif on any Determination Date the Administrator determines that, after giving effect to any allocation on such Series 2010-6 Deposit Datethe preceding proviso, the Monthly Total Principal Allocation for amount anticipated to be available from Interest Collections allocable to the Related Month would exceed Series 2017-2 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 20102017-6 Invested Amount on such date 2 Senior Monthly Interest for the next succeeding Distribution Date and (y) any insufficiency described unpaid Series 2017-2 Shortfall on such Distribution (together with interest in such Series 2017-2 Shortfall), will be less than the preceding provisosum of (I) the Series 2017-2 Senior Monthly Interest for such Distribution Date and (II) such Series 2017-2 Shortfall (together with interest thereon), then such excess the Administrator shall be direct the Trustee in writing to reallocate any portion of the Principal Collections allocated to the Series 20102017-6 Reserve Account2 Notes during the Related Month equal to the lesser of (1) the amount of such Principal Collections that is anticipated AMERICAS 93983148 (2K) 30 to remain after the payment of the Series 2017-2 Senior Invested Amount in full, and (2) any such interest due and owing in respect of the Class A Notes, the Class B Notes or the Class C Notes to the 2017-2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102016-6 1 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102016-6 1 Collection Account an amount equal to the sum of (A) the Series 20102016-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102016-6 1 Collection Account shall be further allocated to the Series 20102016-6 1 Accrued Interest Account; and (ii) allocate to the Series 20102016-6 1 Collection Account an amount equal to the sum of (A) the Series 20102016-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5 to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R C Notes until the Class R Invested Amount is C Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102016-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 1 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior sum of (x) the Series 2016-1 Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2016-1 Shortfall on such Distribution Date (together with interest on such Series 2016-1 Shortfall) will be less than the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees for sum of (I) the Series 20102016-6 1 Monthly Interest Period ending on the day preceding for such Distribution Date and (II) such Series 2016-1 Shortfall (together with interest thereon) and (B) the Series 20102016-6 1 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102016-6 1 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102016-6 1 Enhancement Amount to the Series 20102016-6 1 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCRARAC, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee)AGH, the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102004-6 2 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102004-6 2 Collection Account an amount equal to the sum of (A) the Series 20102004-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, Agreement for such day and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds amounts received by the Trustee in respect of the Series 2004-2 Interest Rate Swaps on such day. All such amounts allocated to the Series 20102004-6 2 Collection Account shall be further allocated to the Series 20102004-6 2 Accrued Interest Account; and; (ii) allocate to the Series 20102004-6 2 Collection Account an amount equal to the sum of (A) the Series 20102004-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used to make principal payments in respect of the Series Class A A-1 Notes, the Class A-2 Notes and the Class A-3 Notes, ratably, without preference or priority of any kind, until the Class A Invested Amount is paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Series 2004-2 Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102004-6 2 Notes, any amounts payable to the Trustee in respect of Series 20102004-6 2 Interest Rate Cap Proceeds Swaps and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior Series 2004-2 Adjusted Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees Fixed Rate Payment, if any, on the next succeeding Distribution Date will be less than the Class A Senior sum of the Series 2004-2 Adjusted Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees Fixed Rate Payment, if any, for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (B) the Series 20102004-6 2 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102004-6 2 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102004-6 2 Enhancement Amount to the Series 20102004-6 2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102023-6 4 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102023-6 4 Collection Account an amount equal to the sum of (A) the Series 20102023-6 4 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102023-6 4 Collection Account shall be further allocated to the Series 20102023-6 4 Accrued Interest Account; and (ii) allocate to the Series 20102023-6 4 Collection Account an amount equal to the sum of (A) the Series 20102023-6 4 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5, to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class C Notes until the Class C Notes have been paid in full, and after the Class A Notes, the Class B Notes and the Class C Notes have been paid in full (including interest thereon), shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102023-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 4 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A sum of (x) the Series 2023-4 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2023-4 Shortfall on such Distribution Date (together with interest on such Series 2023-4 Shortfall) will be less than the Class A sum of (I) the Series 2023-4 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (II) such Series 2023-4 Shortfall (together with interest thereon) and (B) the Series 20102023-6 4 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102023-6 4 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102023-6 4 Enhancement Amount to the Series 20102023-6 4 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further further, however, that ifif on any Determination Date the Administrator determines that, after giving effect to any allocation on such Series 2010-6 Deposit Datethe preceding proviso, the Monthly Total Principal Allocation for amount anticipated to be available from Interest Collections allocable to the Related Month would exceed Series 2023-4 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 20102023-6 Invested Amount on such date 4 Senior Monthly Interest for the next succeeding Distribution Date and (y) any insufficiency described unpaid Series 2023-4 Shortfall on such Distribution (together with interest in such Series 2023-4 Shortfall), will be less than the preceding provisosum of (I) the Series 2023-4 Senior Monthly Interest for such Distribution Date and (II) such Series 2023-4 Shortfall (together with interest thereon), then such excess the Administrator shall be direct the Trustee in writing to reallocate any portion of the Principal Collections allocated to the Series 20102023-6 Reserve Account4 Notes during the Related Month equal to the lesser of (1) the amount of such Principal Collections that is anticipated to remain after the payment of the Series 2023-4 Senior Invested Amount in full, and (2) any such interest due and owing in respect of the Class A Notes, the Class B Notes or the Class C Notes to the 2023-4 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102023-6 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102023-6 Collection Account an amount equal to the sum of (A) the Series 20102023-6 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102023-6 Collection Account shall be further allocated to the Series 20102023-6 Accrued Interest Account; and (ii) allocate to the Series 20102023-6 Collection Account an amount equal to the sum of (A) the Series 20102023-6 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5, to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class C Notes until the Class C Notes have been paid in full, and after the Class A Notes, the Class B Notes and the Class C Notes have been paid in full (including interest thereon), shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102023-6 Notes, Series 2010-6 Interest Rate Cap Proceeds Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A sum of (x) the Series 2023-6 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2023-6 Shortfall on such Distribution Date (together with interest on such Series 2023-6 Shortfall) will be less than the Class A sum of (I) the Series 2023-6 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (II) such Series 2023-6 Shortfall (together with interest thereon) and (B) the Series 20102023-6 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102023-6 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102023-6 Enhancement Amount to the Series 20102023-6 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further further, however, that ifif on any Determination Date the Administrator determines that, after giving effect the preceding proviso, the amount anticipated to any allocation on such be available from Interest Collections allocable to the Series 20102023-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 20102023-6 Invested Amount on such date Senior Monthly Interest for the next succeeding Distribution Date and (y) any insufficiency described unpaid Series 2023-6 Shortfall on such Distribution (together with interest in such Series 2023-6 Shortfall), will be less than the preceding provisosum of (I) the Series 2023-6 Senior Monthly Interest for such Distribution Date and (II) such Series 2023-6 Shortfall (together with interest thereon), then such excess the Administrator shall be direct the Trustee in writing to reallocate any portion of the Principal Collections allocated to the Series 20102023-6 Reserve AccountNotes during the Related Month equal to the lesser of (1) the amount of such Principal Collections that is anticipated to remain after the payment of the Series 2023-6 Senior Invested Amount in full, and (2) any such interest due and owing in respect of the Class A Notes, the Class B Notes or the Class C Notes to the 2023-6 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102011-6 5 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102011-6 5 Collection Account an amount equal to the sum of (A) the Series 20102011-6 5 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102011-6 5 Collection Account shall be further allocated to the Series 20102011-6 5 Accrued Interest Account; and (ii) allocate to the Series 20102011-6 5 Collection Account an amount equal to the sum of (A) the Series 20102011-6 5 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5 to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102011-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 5 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior sum of (x) the Series 2011-5 Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2011-5 Shortfall on such Distribution Date (together with interest on such Series 2011-5 Shortfall) will be less than the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees for sum of (I) the Series 20102011-6 5 Monthly Interest Period ending on the day preceding for such Distribution Date and (II) such Series 2011-5 Shortfall (together with interest thereon) and (B) the Series 20102011-6 5 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102011-6 5 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102011-6 5 Enhancement Amount to the Series 20102011-6 5 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102016-6 2 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102016-6 2 Collection Account an amount equal to the sum of (A) the Series 20102016-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102016-6 2 Collection Account shall be further allocated to the Series 20102016-6 2 Accrued Interest Account; and (ii) allocate to the Series 20102016-6 2 Collection Account an amount equal to the sum of (A) the Series 20102016-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5 to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R C Notes until the Class R Invested Amount is C Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102016-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 2 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior sum of (x) the Series 2016-2 Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2016-2 Shortfall on such Distribution Date (together with interest on such Series 2016-2 Shortfall) will be less than the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees for sum of (I) the Series 20102016-6 2 Monthly Interest Period ending on the day preceding for such Distribution Date and (II) such Series 2016-2 Shortfall (together with interest thereon) and (B) the Series 20102016-6 2 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102016-6 2 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102016-6 2 Enhancement Amount to the Series 20102016-6 2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102023-6 5 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102023-6 5 Collection Account an amount equal to the sum of (A) the Series 20102023-6 5 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102023-6 5 Collection Account shall be further allocated to the Series 20102023-6 5 Accrued Interest Account; and (ii) allocate to the Series 20102023-6 5 Collection Account an amount equal to the sum of (A) the Series 20102023-6 5 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5, to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class C Notes until the Class C Notes have been paid in full, and after the Class A Notes, the Class B Notes and the Class C Notes have been paid in full (including interest thereon), shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102023-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 5 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A sum of (x) the Series 2023-5 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2023-5 Shortfall on such Distribution Date (together with interest on such Series 2023-5 Shortfall) will be less than the Class A sum of (I) the Series 2023-5 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (II) such Series 2023-5 Shortfall (together with interest thereon) and (B) the Series 20102023-6 5 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102023-6 5 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102023-6 5 Enhancement Amount to the Series 20102023-6 5 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further further, however, that ifif on any Determination Date the Administrator determines that, after giving effect to any allocation on such Series 2010-6 Deposit Datethe preceding proviso, the Monthly Total Principal Allocation for amount anticipated to be available from Interest Collections allocable to the Related Month would exceed Series 2023-5 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 20102023-6 Invested Amount on such date 5 Senior Monthly Interest for the next succeeding Distribution Date and (y) any insufficiency described unpaid Series 2023-5 Shortfall on such Distribution (together with interest in such Series 2023-5 Shortfall), will be less than the preceding provisosum of (I) the Series 2023-5 Senior Monthly Interest for such Distribution Date and (II) such Series 2023-5 Shortfall (together with interest thereon), then such excess the Administrator shall be direct the Trustee in writing to reallocate any portion of the Principal Collections allocated to the Series 20102023-6 Reserve Account5 Notes during the Related Month equal to the lesser of (1) the amount of such Principal Collections that is anticipated to remain after the payment of the Series 2023-5 Senior Invested Amount in full, and (2) any such interest due and owing in respect of the Class A Notes, the Class B Notes or the Class C Notes to the 2023-5 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCRARAC, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee)AGH, the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102003-6 3 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102003-6 3 Collection Account an amount equal to the sum of (A) the Series 20102003-6 3 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, Agreement for such day and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds amounts received by the Trustee in respect of the Series 2003-3 Interest Rate Swap on such day. All such amounts allocated to the Series 20102003-6 3 Collection Account shall be further allocated to the Series 20102003-6 3 Accrued Interest Account; and; (ii) allocate to the Series 20102003-6 3 Collection Account an amount equal to the sum of (A) the Series 20102003-6 3 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used to make principal payments in respect of the Series Class A A-1 Notes, the Class A-2 Notes and the Class A-3 Notes, ratably, without preference or priority of any kind, until the Class A Invested Amount is paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Series 2003-3 Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102003-6 3 Notes, any amounts payable to the Trustee in respect of Series 20102003-6 3 Interest Rate Cap Proceeds Swap and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior Series 2003-3 Adjusted Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees Fixed Rate Payment on the next succeeding Distribution Date will be less than the Class A Senior sum of the Series 2003-3 Adjusted Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees Fixed Rate Payment for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (B) the Series 20102003-6 3 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102003-6 3 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102003-6 3 Enhancement Amount to the Series 20102003-6 3 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 2010-6 4 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 2010-6 4 Collection Account an amount equal to the sum of (A) the Series 2010-6 4 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 2010-6 4 Collection Account shall be further allocated to the Series 2010-6 4 Accrued Interest Account; and; (ii) allocate to the Series 2010-6 4 Collection Account an amount equal to the sum of (A) the Series 2010-6 4 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5 to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R C Notes until the Class R Invested Amount is C Notes have been paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 2010-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 4 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior sum of (x) the Series 2010-4 Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2010-4 Shortfall on such Distribution Date (together with interest on such Series 2010-4 Shortfall) will be less than the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees for sum of the Series 2010-6 4 Interest Period ending on the day preceding for such Distribution Date and such Series 2010-4 Shortfall and (B) the Series 2010-6 4 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 2010-6 4 Notes during the Related Month equal to the lesser of such insufficiency and the Series 2010-6 4 Enhancement Amount to the Series 2010-6 4 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102005-6 2 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102005-6 2 Collection Account an amount equal to the sum of (A) the Series 20102005-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, Agreement for such day and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds amounts received by the Trustee in respect of the Series 2005-2 Interest Rate Swaps on such day. All such amounts allocated to the Series 20102005-6 2 Collection Account shall be further allocated to the Series 20102005-6 2 Accrued Interest Account; and; (ii) allocate to the Series 20102005-6 2 Collection Account an amount equal to the sum of (A) the Series 20102005-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used to make principal payments in respect of the Class A Notes Series 2005-2 Notes, until the Class A Invested Amount is paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Series 2005-2 Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102005-6 2 Notes, any amounts payable to the Trustee in respect of Series 20102005-6 2 Interest Rate Cap Proceeds Swaps and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior Series 2005-2 Adjusted Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees on any Fixed Rate Payments for the next succeeding Distribution Date will be less than the Class A Senior sum of the Series 2005-2 Adjusted Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees Fixed Rate Payments for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (B) the Series 20102005-6 2 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102005-6 2 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102005-6 2 Enhancement Amount to the Series 20102005-6 2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102018-6 2 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102018-6 2 Collection Account an amount equal to the sum of (A) the Series 20102018-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102018-6 2 Collection Account shall be further allocated to the Series 20102018-6 2 Accrued Interest Account; and (ii) allocate to the Series 20102018-6 2 Collection Account an amount equal to the sum of (A) the Series 20102018-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5, to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class C Notes until the Class C Notes have been paid in full and after the Class A Notes, the Class B Notes and the Class C Notes have been paid in full, shall be used to make principal payments in respect of the Class D Notes until the Class D Notes have been paid in full and, after the Class A Notes, the Class B Notes, the Class C Notes and the Class D Notes have been paid in full, shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102018-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 2 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the sum of (x) the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees C Monthly Interest on the next succeeding related Distribution Date, and (y) any unpaid Class A Shortfall, Class B Shortfall and Class C Shortfall on such Distribution Date (together with interest on such Class A Shortfall, Class B Shortfall and Class C Shortfall), will be less than the sum of (I) the Class A Senior Monthly InterestInterest for such Distribution Date, (II) the Class B Senior Monthly InterestInterest for such Distribution Date, (III) the Class A Commitment Fees and the Class B Commitment Fees C Monthly Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (IV) such Class A Shortfall, Class B Shortfall and Class C Shortfall (together with interest thereon) and (B) the Series 2010-6 Class A/B/C Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102018-6 2 Notes during the Related Month equal to the lesser of such insufficiency and the Series 2010-6 Class A/B/C Enhancement Amount to the Series 20102018-6 2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further provided, further, however, that ifif on any Determination Date with respect to a Distribution Date on which the Class A Notes, the Class B Notes and the Class C Notes will no longer be outstanding (after giving effect to all anticipated reductions in the Class A Invested Amount, the Class B Invested Amount and the Class C Invested Amount on such Distribution Date) (A) the Administrator determines that, after giving effect to any allocation on such Series 2010-6 Deposit Datethe preceding proviso, the Monthly Total Principal Allocation for amount anticipated to be available from Interest Collections allocable to the Related Month would exceed Series 2018-2 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 2010-6 Invested Amount Class D Monthly Interest on such date the related Distribution Date, and (y) any insufficiency described in Class D Shortfall on such Distribution Date (together with interest thereon), will be less than the preceding provisosum of (I) the Class D Monthly Interest for such Distribution Date and (II) such Class D Shortfall (together with interest thereon) and (B) the Class D Enhancement Amount is greater than zero, then such excess the Administrator shall be direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102018-6 Reserve Account2 Notes during the Related Month equal to the lesser of such insufficiency and the Class D Enhancement Amount to the Series 2018-2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCRCCRG, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102005-6 2 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102005-6 2 Collection Account an amount equal to the sum of (A) the Series 20102005-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, Agreement for such day and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds amounts received by the Trustee in respect of the Series 2005-2 Interest Rate Swaps on such day. All such amounts allocated to the Series 20102005-6 2 Collection Account shall be further allocated to the Series 20102005-6 2 Accrued Interest Account; and; (ii) allocate to the Series 20102005-6 2 Collection Account an amount equal to the sum of (A) the Series 20102005-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used to make principal payments in respect of the Class A Series 2005-2 Notes until the Class A Invested Amount is paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Series 2005-2 Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102005-6 2 Notes, any amounts payable to the Trustee in respect of Series 20102005-6 2 Interest Rate Cap Proceeds Swaps and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior Series 2005-2 Adjusted Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees on any Fixed Rate Payments for the next succeeding Distribution Date will be less than the Class A Senior sum of the Series 2005-2 Adjusted Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees Fixed Rate Payments for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (B) the Series 20102005-6 2 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102005-6 2 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102005-6 2 Enhancement Amount to the Series 20102005-6 2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102017-6 1 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102017-6 1 Collection Account an amount equal to the sum of (A) the Series 20102017-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102017-6 1 Collection Account shall be further allocated to the Series 20102017-6 1 Accrued Interest Account; and (ii) allocate to the Series 20102017-6 1 Collection Account an amount equal to the sum of (A) the Series 20102017-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5, to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class C Notes until the Class C Notes have been paid in full and after the Class A Notes, the Class B Notes and the Class C Notes have been paid in full (including interest thereon), shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102017-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 1 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A sum of (x) the Series 2017-1 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2017-1 Shortfall on such Distribution Date (together with interest on such Series 2017-1 Shortfall) will be less than the Class A sum of (I) the Series 2017-1 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (II) such Series 2017-1 Shortfall (together with interest thereon) and (B) the Series 20102017-6 1 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102017-6 1 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102017-6 1 Enhancement Amount to the Series 20102017-6 1 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further further, however, that ifif on any Determination Date the Administrator determines that, after giving effect to any allocation on such Series 2010-6 Deposit Datethe preceding proviso, the Monthly Total Principal Allocation for amount anticipated to be available from Interest Collections allocable to the Related Month would exceed Series 2017-1 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 20102017-6 Invested Amount on such date 1 Senior Monthly Interest for the next succeeding Distribution Date and (y) any insufficiency described unpaid Series 2017-1 Shortfall on such Distribution (together with interest in such Series 2017-1 Shortfall), will be less than the preceding provisosum of (I) the Series 2017-1 Senior Monthly Interest for such Distribution Date and (II) such Series 2017-1 Shortfall (together with interest thereon), then such excess the Administrator shall be direct the Trustee in writing to reallocate any portion of the Principal Collections allocated to the Series 20102017-6 Reserve Account1 Notes during the Related Month equal to the lesser of (1) the amount of such Principal Collections that is anticipated to remain after the payment of the Series 2017-1 Senior Invested Amount in full, and (2) any such interest due and owing in respect of the Class A Notes, the Class B Notes or the Class C Notes to the 2017-1 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102013-6 2 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102013-6 2 Collection Account an amount equal to the sum of (A) the Series 20102013-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102013-6 2 Collection Account shall be further allocated to the Series 20102013-6 2 Accrued Interest Account; and (ii) allocate to the Series 20102013-6 2 Collection Account an amount equal to the sum of (A) the Series 20102013-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5 to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R C Notes until the Class R Invested Amount is C Notes have been paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102013-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 2 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, sum of (w) the Class A Commitment Fees and the Class B Commitment Fees on Monthly Interest for the next succeeding Distribution Date, (x) the Class B Monthly Interest for the next succeeding Distribution Date, (y) any unpaid Class A Shortfall on such Distribution Date (together with interest on such Class A Shortfall) and (z) any unpaid Class B Shortfall on such Distribution Date (together with interest on such Class B Shortfall) will be less than the sum of (I) the Class A Senior Monthly InterestInterest for such Distribution Date, (II) the Class B Senior Monthly InterestInterest for such Distribution Date, the (III) such Class A Commitment Fees Shortfall (together with interest thereon) and the (IV) such Class B Commitment Fees for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date Shortfall (together with interest thereon) and (B) the Series 2010-6 Class A/B Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102013-6 2 Notes during the Related Month equal to the lesser of such insufficiency and the Series 2010-6 Class A/B Enhancement Amount to the Series 20102013-6 2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that ifprovided, further, if on any Determination Date with respect to a Distribution Date on which the both the Class A Notes and the Class B Notes will no longer be outstanding (after giving effect to any allocation all anticipated reductions in the Class A Invested Amount and Class B Invested Amount to be made on such Distribution Date) (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102013-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed 2 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 2010-6 Invested Amount on such date Class C Monthly Interest for the next succeeding Distribution Date and (y) any insufficiency described in unpaid Class C Shortfall on such Distribution Date (together with interest on such Class C Shortfall) will be less than the preceding provisosum of (I) the Class C Monthly Interest for such Distribution Date and (II) such Class C Shortfall (together with interest thereon) and (B) the Class C Enhancement Amount is greater than zero, then such excess the Administrator shall be direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102013-6 Reserve Account2 Notes during the Related Month equal to the lesser of such insufficiency and the Class C Enhancement Amount to the Series 2013-2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102017-6 2 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102017-6 2 Collection Account an amount equal to the sum of (A) the Series 20102017-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102017-6 2 Collection Account shall be further allocated to the Series 20102017-6 2 Accrued Interest Account; and (ii) allocate to the Series 20102017-6 2 Collection Account an amount equal to the sum of (A) the Series 20102017-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5, to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class C Notes until the Class C Notes have been paid in full and after the Class A Notes, the Class B Notes and the Class C Notes have been paid in full, shall be used to make principal payments in respect of the Class D Notes until the Class D Notes have been paid in full and, after the Class A Notes, the Class B Notes, the Class C Notes and the Class D Notes have been paid in full, shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102017-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 2 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the sum of (x) the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees C Monthly Interest on the next succeeding related Distribution Date, and (y) any unpaid Class A Shortfall, Class B Shortfall and Class C Shortfall on such Distribution Date (together with interest on such Class A Shortfall, Class B Shortfall and Class C Shortfall), will be less than the sum of (I) the Class A Senior Monthly InterestInterest for such Distribution Date, (II) the Class B Senior Monthly InterestInterest for such Distribution Date, (III) the Class A Commitment Fees and the Class B Commitment Fees C Monthly Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (IV) such Class A Shortfall, Class B Shortfall and Class C Shortfall (together with interest thereon) and (B) the Series 2010-6 Class A/B/C Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102017-6 2 Notes during the Related Month equal to the lesser of such insufficiency and the Series 2010-6 Class A/B/C Enhancement Amount to the Series 20102017-6 2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further provided, further, however, that ifif on any Determination Date with respect to a Distribution Date on which the Class A Notes, the Class B Notes and the Class C Notes will no longer be outstanding (after giving effect to all anticipated reductions in the Class A Invested Amount, the Class B Invested Amount and the Class C Invested Amount on such Distribution Date) (A) the Administrator determines that, after giving effect to any allocation on such Series 2010-6 Deposit Datethe preceding proviso, the Monthly Total Principal Allocation for amount anticipated to be available from Interest Collections allocable to the Related Month would exceed Series 2017-2 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 2010-6 Invested Amount Class D Monthly Interest on such date the related Distribution Date, and (y) any insufficiency described in Class D Shortfall on such Distribution Date (together with interest thereon), will be less than the preceding provisosum of (I) the Class D Monthly Interest for such Distribution Date and (II) such Class D Shortfall (together with interest thereon) and (B) the Class D Enhancement Amount is greater than zero, then such excess the Administrator shall be direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102017-6 Reserve Account2 Notes during the Related Month equal to the lesser of such insufficiency and the Class D Enhancement Amount to the Series 2017-2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCRARAC, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee)AGH, the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20101997-6 1 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20101997-6 1 Collection Account an amount equal to the sum of (A) the Series 20101997-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on such day. All such amounts allocated to the Series 20101997-6 1 Collection Account shall be further allocated to the Series 20101997-6 1 Accrued Interest Account; and; (ii) allocate to the Series 20101997-6 1 Collection Account an amount equal to the sum of (A) the Series 20101997-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used to make principal payments in respect of the Class A A-1 Notes and the Class A-2 Notes, ratably, without preference or priority of any kind, until the Class A Series 1997-1 Invested Amount is paid in full. After the occurrence of an Event of Bankruptcy with respect to ARAC, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in fullany other Lessee or AGH, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 2010-6 Notes, Series 2010-6 Interest Rate Cap Proceeds and other amounts available pursuant to Section 3.3 to pay the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on the next succeeding Distribution Date will be less than the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (B) the Series 2010-6 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing pursuant to reallocate a portion the Administration Agreement to allocate all, amounts attributable to the AESOP I Finance Lease Loan Agreement and the AESOP II Loan Agreement in accordance with the provisions of the Principal Collections allocated to the Series 20101997-6 Notes during the Related Month equal to the lesser of such insufficiency and the Series 2010-6 Enhancement Amount to the Series 2010-6 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account2 Supplement.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102022-6 5 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102022-6 5 Collection Account an amount equal to the sum of (A) the Series 20102022-6 5 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102022-6 5 Collection Account shall be further allocated to the Series 20102022-6 5 Accrued Interest Account; and (ii) allocate to the Series 20102022-6 5 Collection Account an amount equal to the sum of (A) the Series 20102022-6 5 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5, to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class C Notes until the Class C Notes have been paid in full, and after the Class A Notes, the Class B Notes and the Class C Notes have been paid in full (including interest thereon), shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102022-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 5 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A sum of (x) the Series 2022-5 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2022-5 Shortfall on such Distribution Date (together with interest on such Series 2022-5 Shortfall) will be less than the Class A sum of (I) the Series 2022-5 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (II) such Series 2022-5 Shortfall (together with interest thereon) and (B) the Series 20102022-6 5 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102022-6 5 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102022-6 5 Enhancement Amount to the Series 20102022-6 5 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further further, however, that ifif on any Determination Date the Administrator determines that, after giving effect to any allocation on such Series 2010-6 Deposit Datethe preceding proviso, the Monthly Total Principal Allocation for amount anticipated to be available from Interest Collections allocable to the Related Month would exceed Series 2022-5 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 20102022-6 Invested Amount on such date 5 Senior Monthly Interest for the next succeeding Distribution Date and (y) any insufficiency described unpaid Series 2022-5 Shortfall on such Distribution (together with interest in such Series 2022-5 Shortfall), will be less than the preceding provisosum of (I) the Series 2022-5 Senior Monthly Interest for such Distribution Date and (II) such Series 2022-5 Shortfall (together with interest thereon), then such excess the Administrator shall be direct the Trustee in writing to reallocate any portion of the Principal Collections allocated to the Series 20102022-6 Reserve Account5 Notes during the Related Month equal to the lesser of (1) the amount of such Principal Collections that is anticipated to remain after the payment of the Series 2022-5 Senior Invested Amount in full, and (2) any such interest due and owing in respect of the Class A Notes, the Class B Notes or the Class C Notes to the 2022-5 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102023-6 8 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102023-6 8 Collection Account an amount equal to the sum of (A) the Series 20102023-6 8 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102023-6 8 Collection Account shall be further allocated to the Series 20102023-6 8 Accrued Interest Account; and (ii) allocate to the Series 20102023-6 8 Collection Account an amount equal to the sum of (A) the Series 20102023-6 8 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5, to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class C Notes until the Class C Notes have been paid in full, and after the Class A Notes, the Class B Notes and the Class C Notes have been paid in full (including interest thereon), shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102023-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 8 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A sum of (x) the Series 2023-8 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2023-8 Shortfall on such Distribution Date (together with interest on such Series 2023-8 Shortfall) will be less than the Class A sum of (I) the Series 2023-8 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (II) such Series 2023-8 Shortfall (together with interest thereon) and (B) the Series 20102023-6 8 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102023-6 8 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102023-6 8 Enhancement Amount to the Series 20102023-6 8 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further further, however, that ifif on any Determination Date the Administrator determines that, after giving effect to any allocation on such Series 2010-6 Deposit Datethe preceding proviso, the Monthly Total Principal Allocation for amount anticipated to be available from Interest Collections allocable to the Related Month would exceed Series 2023-8 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 20102023-6 Invested Amount on such date 8 Senior Monthly Interest for the next succeeding Distribution Date and (y) any insufficiency described unpaid Series 2023-8 Shortfall on such Distribution (together with interest in such Series 2023-8 Shortfall), will be less than the preceding provisosum of (I) the Series 2023-8 Senior Monthly Interest for such Distribution Date and (II) such Series 2023-8 Shortfall (together with interest thereon), then such excess the Administrator shall be direct the Trustee in writing to reallocate any portion of the Principal Collections allocated to the Series 20102023-6 Reserve Account8 Notes during the Related Month equal to the lesser of (1) the amount of such Principal Collections that is anticipated to remain after the payment of the Series 2023-8 Senior Invested Amount in full, and (2) any such interest due and owing in respect of the Class A Notes, the Class B Notes or the Class C Notes to the 2023-8 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102013-6 2 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102013-6 2 Collection Account an amount equal to the sum of (A) the Series 20102013-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102013-6 2 Collection Account shall be further allocated to the Series 20102013-6 2 Accrued Interest Account; and (ii) allocate to the Series 20102013-6 2 Collection Account an amount equal to the sum of (A) the Series 20102013-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5 to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102013-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 2 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior sum of (x) the Series 2013-2 Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2013-2 Shortfall on such Distribution Date (together with interest on such Series 2013-2 Shortfall) will be less than the Class A Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees for sum of (I) the Series 20102013-6 2 Monthly Interest Period ending on the day preceding for such Distribution Date and (II) such Series 2013-2 Shortfall (together with interest thereon) and (B) the Series 20102013-6 2 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102013-6 2 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102013-6 2 Enhancement Amount to the Series 20102013-6 2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCRCCRG, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102005-6 4 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102005-6 4 Collection Account an amount equal to the sum of (A) the Series 20102005-6 4 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, Agreement for such day and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds amounts received by the Trustee in respect of the Series 2005-4 Interest Rate Swaps on such day. All such amounts allocated to the Series 20102005-6 4 Collection Account shall be further allocated to the Series 20102005-6 4 Accrued Interest Account; and; (ii) allocate to the Series 20102005-6 4 Collection Account an amount equal to the sum of (A) the Series 20102005-6 4 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used to make principal payments in respect of the Class A A-1 Notes, the Class A-2 Notes and the Class A-3 Notes, ratably, without preference or priority of any kind, until the Class A Invested Amount is paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Series 2005-4 Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102005-6 4 Notes, any amounts payable to the Trustee in respect of Series 20102005-6 4 Interest Rate Cap Proceeds Swaps and other amounts available pursuant to Section 3.3 2.3 to pay the Class A Senior Series 2005-4 Adjusted Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees on any Fixed Rate Payments for the next succeeding Distribution Date will be less than the Class A Senior sum of the Series 2005-4 Adjusted Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Interest and the Class B Commitment Fees Fixed Rate Payments for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (B) the Series 20102005-6 4 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102005-6 4 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102005-6 4 Enhancement Amount to the Series 20102005-6 4 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, ARAC, BRAC, or any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102004-6 1 Deposit Date, all amounts deposited into the Collection Account as set forth below: (i) allocate to the Series 20102004-6 1 Collection Account an amount equal to the sum of (A) the Series 20102004-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 20102004-6 VFN 1 Finance Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP II I Finance Lease Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds amounts received by the Trustee on such day in respect of the Series 2004-1 Interest Rate Xxxxxx on such day. All such amounts allocated to the Series 20102004-6 1 Collection Account shall be further allocated to the Series 20102004-6 1 Accrued Interest Account; and (ii) allocate to the Series 20102004-6 1 Collection Account an amount equal to the sum of (A) the Series 20102004-6 1 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 20102004-6 VFN 1 Finance Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP II I Finance Lease Loan Agreement, which amount shall be used to make principal payments on each Payment Date in respect of the Class A A-1 Notes and the Class A-2 Notes, ratably, without preference or priority of any kind, until the Class A Series 2004-1 Invested Amount is paid in full, and after the Class A Notes have has been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is paid in full; provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102004-6 1 Notes, any amounts received by the Trustee on such day in respect of the Series 20102004-6 1 Interest Rate Cap Proceeds Xxxxxx and other amounts available pursuant to Section 3.3 to pay the Class A Senior Series 2004-1 Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees any Fixed Rate Payments and the Class B Commitment Fees on the next succeeding Distribution Date will be less than the Class A Senior Series 2004-1 Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Fixed Rate Payments and the Class B Commitment Fees for the Series 20102004-6 1 Interest Period ending on the day preceding such Distribution Date and (B) the Series 20102004-6 1 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102004-6 1 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102004-6 1 Enhancement Amount to the Series 20102004-6 1 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will shall direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102006-6 2 Deposit Date, all amounts deposited into the Collection Account as set forth below: (i) allocate to the Series 20102006-6 Collection 2 Accrued Interest Account an amount equal to the sum of (A) the Series 20102006-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds amounts received by the Trustee in respect of the Series 2006-2 Interest Rate Xxxxxx on such day. All such amounts allocated to the Series 2010-6 Collection Account shall be further allocated to the Series 2010-6 Accrued Interest Account; and (ii) allocate to the Series 20102006-6 2 Collection Account an amount equal to the sum of (A) the Series 20102006-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used to make principal payments in respect of the Class A Series 2006-2 Notes until the Class A Invested Amount is paid in full, and after the Class A Series 2006-2 Notes have been paid in full shall be used or make a Decrease pursuant to make principal payments in respect of the Class B Notes until the Class B Invested Amount is paid in full, and after the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is paid in fullSection 2.5(a)(i) or (ii); provided that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102006-6 2 Notes, Series 20102006-6 2 Interest Rate Cap Hedge Proceeds and other amounts available pursuant to Section 3.3 to pay the Class A Senior Series 2006-2 Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees Series 2006-2 Liquidity Fee Amount and the Class B Commitment Fees any Fixed Rate Payments on the next succeeding Distribution Date will be less than the Class A Senior sum of Series 2006-2 Adjusted Monthly InterestInterest for the next succeeding Distribution Date, the Class B Senior Monthly Interest, the Class A Commitment Fees Series 2006­2 Liquidity Fee Amount for such Distribution Date and the Class B Commitment Fees any Fixed Rate Payments for the Series 20102006-6 2 Interest Period ending on the day preceding such Distribution Date and (B) the Series 20102006-6 2 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102006-6 2 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102006-6 2 Enhancement Amount to the Series 20102006-6 2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further that if, after giving effect to any allocation on such Series 2010-6 Deposit Date, the Monthly Total Principal Allocation for the Related Month would exceed the sum of (x) the Series 2010-6 Invested Amount on such date and (y) any insufficiency described in the preceding proviso, then such excess shall be allocated to the Series 2010-6 Reserve Account.

Allocations of Collections after the Occurrence of an Event of Bankruptcy. After the occurrence of an Event of Bankruptcy with respect to ABCR, any other Lessee or any Permitted Sublessee (other than a third-party Permitted Sublessee), the Administrator will direct the Trustee in writing pursuant to the Administration Agreement to allocate, prior to 11:00 a.m. (New York City time) on any Series 20102024-6 2 Deposit Date, all amounts attributable to the AESOP I Operating Lease Loan Agreement deposited into the Collection Account as set forth below: (i) allocate to the Series 20102024-6 2 Collection Account an amount equal to the sum of (A) the Series 20102024-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Interest Collections made under the AESOP I Operating Lease Loan Agreement, (B) the Series 2010-6 VFN Percentage of the aggregate amount of Interest Collections made under the AESOP II Loan Agreement and (C) any Series 2010-6 Interest Rate Cap Proceeds received by the Trustee on for such day. All such amounts allocated to the Series 20102024-6 2 Collection Account shall be further allocated to the Series 20102024-6 2 Accrued Interest Account; and (ii) allocate to the Series 20102024-6 2 Collection Account an amount equal to the sum of (A) the Series 20102024-6 2 AESOP I Operating Lease Vehicle Percentage as of the date of the occurrence of such Event of Bankruptcy of the aggregate amount of Principal Collections made under the AESOP I Operating Lease Loan Agreement and (B) the Series 2010-6 VFN Percentage of the aggregate amount of Principal Collections made under the AESOP II Loan Agreement, which amount shall be used in accordance with Section 2.5, to make principal payments in respect of the Class A Notes until the Class A Invested Amount is Notes have been paid in full, and after the Class A Notes have been paid in full shall be used to make principal payments in respect of the Class B Notes until the Class B Invested Amount is Notes have been paid in full, and after the Class A Notes and the Class B Notes have been paid in full shall be used to make principal payments in respect of the Class C Notes until the Class C Notes have been paid in full, and after the Class A Notes, the Class B Notes and the Class C Notes have been paid in full (including interest thereon), shall be used to make principal payments in respect of the Class R Notes until the Class R Invested Amount is Notes have been paid in full; provided provided, however, that if on any Determination Date (A) the Administrator determines that the amount anticipated to be available from Interest Collections allocable to the Series 20102024-6 Notes, Series 2010-6 Interest Rate Cap Proceeds 2 Notes and other amounts available pursuant to Section 3.3 2.3 to pay the Class A sum of (x) the Series 2024-2 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees on Interest for the next succeeding Distribution Date and (y) any unpaid Series 2024-2 Shortfall on such Distribution Date (together with interest on such Series 2024-2 Shortfall) will be less than the Class A sum of (I) the Series 2024-2 Senior Monthly Interest, the Class B Senior Monthly Interest, the Class A Commitment Fees and the Class B Commitment Fees Interest for the Series 2010-6 Interest Period ending on the day preceding such Distribution Date and (II) such Series 2024-2 Shortfall (together with interest thereon) and (B) the Series 20102024-6 2 Enhancement Amount is greater than zero, then the Administrator shall direct the Trustee in writing to reallocate a portion of the Principal Collections allocated to the Series 20102024-6 2 Notes during the Related Month equal to the lesser of such insufficiency and the Series 20102024-6 2 Enhancement Amount to the Series 20102024-6 2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date; provided further further, however, that ifif on any Determination Date the Administrator determines that, after giving effect to any allocation on such Series 2010-6 Deposit Datethe preceding proviso, the Monthly Total Principal Allocation for amount anticipated to be available from Interest Collections allocable to the Related Month would exceed Series 2024-2 Notes and other amounts available pursuant to Section 2.3 to pay the sum of (x) the Series 20102024-6 Invested Amount on such date 2 Senior Monthly Interest for the next succeeding Distribution Date and (y) any insufficiency described unpaid Series 2024-2 Shortfall on such Distribution (together with interest in such Series 2024-2 Shortfall), will be less than the preceding provisosum of (I) the Series 2024-2 Senior Monthly Interest for such Distribution Date and (II) such Series 2024-2 Shortfall (together with interest thereon), then such excess the Administrator shall be direct the Trustee in writing to reallocate any portion of the Principal Collections allocated to the Series 20102024-6 Reserve Account2 Notes during the Related Month equal to the lesser of (1) the amount of such Principal Collections that is anticipated to remain after the payment of the Series 2024-2 Senior Invested Amount in full, and (2) any such interest due and owing in respect of the Class A Notes, the Class B Notes or the Class C Notes to the 2024-2 Accrued Interest Account to be treated as Interest Collections on such Distribution Date.