Common use of Application of Funds in Certificate Distribution Account Clause in Contracts

Application of Funds in Certificate Distribution Account. (a) On each Distribution Date the Paying Agent will, based on the information contained in the Monthly Report delivered on the related Distribution Date pursuant to Section 5.14 of the Sale and Servicing Agreement, distribute to Certificateholders, on a pro rata basis to the extent of the funds available, amounts and deposited in the Certificate Distribution Account pursuant to Section 6.04(a)(xiii) of the Sale and Servicing Agreement: (b) On the Distribution Date following the date on which amounts received in respect of the Class C Certificateholder's exercise of its option to purchase the corpus of the Trust pursuant to Section 8.01 of the Sale and Servicing Agreement, or pursuant to the auction of the Contracts as described in Section 10.04 of the Indenture, are deposited in the Certificate Distribution Account, the Paying Agent will distribute such amounts to Certificateholders in the manner described in Section 5.2(a). (c) On the Distribution Date on which proceeds are deposited in the Certificate Distribution Account pursuant to Section 8.02 of the Sale and Servicing Agreement (or on the Distribution Date immediately following such deposit if such proceeds are not deposited in the Certificate Distribution Account on a Distribution Date), the Paying Agent will distribute the proceeds so deposited in the Certificate Distribution Account to Certificateholders in the manner described in Section 5.2(a). (d) On the Distribution Date following the date on which the Indenture Trustee makes payments of money or property in respect of liquidation of the Trust Property pursuant to Section 5.06 of the Indenture and deposits funds received in connection with such liquidation in the Certificate Distribution Account, the Paying Agent will distribute such funds to Certificateholders in the manner described in Section 5.2(a). (e) On each Distribution Date, the Owner Trustee shall send or cause to be sent to each Certificateholder the statement required pursuant to Section 6.05 of the Sale and Servicing Agreement. (f) To the extent required by the Internal Revenue Code, and applicable federal regulations promulgated thereunder, as the same may be amended from time to time (collectively, the "Code"), the Paying Agent shall withhold from each payment due hereunder or under any Certificate, United States withholding taxes at the appropriate rate, and, on a timely basis, to deposit such amounts with an authorized depository and make such returns, filings and other reports in connection therewith as are required of it under the Code. Any Certificateholder which is eligible for an exemption from or reduction of withholding of United States federal income taxes shall, from time to time, provide to the Owner Trustee and the Paying Agent in a timely manner all appropriate and properly completed forms indicating such eligibility, as may be necessary to permit the Paying Agent not to withhold taxes from payments due to such Certificateholder. In connection with the foregoing, the Owner Trustee shall promptly furnish or cause to be furnished to each Certificateholder in a timely fashion such U.S. Treasury forms as are required by the Code to be furnished to such Certificateholder indicating payment of any taxes withheld from any payments by the Paying Agent to such Certificateholder. The Owner

Application of Funds in Certificate Distribution Account. (a) On each Distribution Date the Paying Agent will, based on the information contained in the Monthly Report delivered on the related Distribution Date pursuant to Section 5.14 of the Sale and Servicing Agreement, distribute to Certificateholders, on a pro rata basis to the extent of the funds available, amounts and deposited in the Certificate Distribution Account pursuant to Section 6.04(a)(xiii6.04(a)(viii) of the Sale and Servicing Agreement: (b) On the Distribution Date following the date on which amounts received in respect of the Class C B Certificateholder's exercise of its option to purchase the corpus of the Trust pursuant to Section 8.01 of the Sale and Servicing Agreement, or pursuant to the auction of the Contracts as described in Section 10.04 of the Indenture, are deposited in the Certificate Distribution Account, the Paying Agent will distribute such amounts to Certificateholders in the manner described in Section 5.2(a). (c) On the Distribution Date on which proceeds are deposited in the Certificate Distribution Account pursuant to Section 8.02 of the Sale and Servicing Agreement (or on the Distribution Date immediately following such deposit if such proceeds are not deposited in the Certificate Distribution Account on a Distribution Date), the Paying Agent will distribute the proceeds so deposited in the Certificate Distribution Account to Certificateholders in the manner described in Section 5.2(a). (d) On the Distribution Date following the date on which the Indenture Trustee makes payments of money or property in respect of liquidation of the Trust Property pursuant to Section 5.06 of the Indenture and deposits funds received in connection with such liquidation in the Certificate Distribution Account, the Paying Agent will distribute such funds to Certificateholders in the manner described in Section 5.2(a). (e) On each Distribution Date, the Owner Trustee shall send or cause to be sent to each Certificateholder the statement required pursuant to Section 6.05 of the Sale and Servicing Agreement. (f) To the extent required by the Internal Revenue Code, and applicable federal regulations promulgated thereunder, as the same may be amended from time to time (collectively, the "Code"), the Paying Agent shall withhold from each payment due hereunder or under any Certificate, United States withholding taxes at the appropriate rate, and, on a timely basis, to deposit such amounts with an authorized depository and make such returns, filings and other reports in connection therewith as are required of it under the Code. Any Certificateholder which is eligible for an exemption from or reduction of withholding of United States federal income taxes shall, from time to time, provide to the Owner Trustee and the Paying Agent in a timely manner all appropriate and properly completed forms indicating such eligibility, as may be necessary to permit the Paying Agent not to withhold taxes from payments due to such Certificateholder. In connection with the foregoing, the Owner Trustee shall promptly furnish or cause to be furnished to each Certificateholder in a timely fashion such U.S. Treasury forms as are required by the Code to be furnished to such Certificateholder indicating payment of any taxes withheld from any payments by the Paying Agent to such Certificateholder. The Owner

Application of Funds in Certificate Distribution Account. (a) On each Distribution Payment Date the Paying Agent will, based on the information contained in the Monthly Report delivered on the related Distribution Determination Date pursuant to Section 5.14 of the Sale and Servicing Agreement, distribute to Certificateholders, on a pro rata basis to the extent of the funds available, amounts and deposited in the Certificate Distribution Account pursuant to Section 6.04(a)(xiii) of the Sale and Servicing Agreement:Account. (b) On the Distribution Payment Date following the date on which amounts received in respect of the Class C CertificateholderSeller's or the Servicer's exercise of its option to purchase the corpus of the Trust pursuant to Section 8.01 of the Sale and Servicing Agreement, or pursuant to the auction of the Contracts as described in Section 10.04 of the IndentureIndenture or Section 9.3 of this Agreement, are deposited in the Certificate Distribution Account, the Paying Agent will distribute such amounts to Certificateholders in the manner described in Section 5.2(a). (c) On the Distribution Payment Date on which proceeds are deposited in the Certificate Distribution Account pursuant to Section 8.02 of the Sale and Servicing Agreement (or on the Distribution Payment Date immediately following such deposit if such proceeds are not deposited in the Certificate Distribution Account on a Distribution Payment Date), the Paying Agent will distribute the proceeds so deposited in the Certificate Distribution Account to Certificateholders in the manner described in Section 5.2(a). (d) On the Distribution Payment Date following the date on which the Indenture Trustee makes payments of money or property in respect of liquidation of the Trust Property pursuant to Section 5.06 of the Indenture and deposits funds received in connection with such liquidation in the Certificate Distribution Account, the Paying Agent will distribute such funds to Certificateholders in the manner described in Section 5.2(a). (e) On each Distribution Payment Date, the Owner Trustee shall send or cause to be sent to each Certificateholder the statement required pursuant to Section 6.05 6.07 of the Sale and Servicing Agreement. (f) To The Paying Agent agrees, to the extent required by the Internal Revenue Code, and applicable federal regulations promulgated thereunder, as the same may be amended from time to time (collectively, the "Code"), the Paying Agent shall to withhold from each payment due hereunder or under any Certificate, United States withholding taxes at the appropriate rate, and, on a timely basis, to deposit such amounts with an authorized depository and make such returns, filings and other reports in connection therewith as are required of it under the Code. Any Certificateholder which is eligible for an exemption from or reduction of withholding of United States federal income taxes shall, from time to time, provide to the Owner Trustee and the Paying Agent in a timely manner all appropriate and properly completed forms indicating such eligibility, as may be necessary to permit the Paying Agent not to withhold taxes from payments due to such Certificateholder. In connection with the foregoing, the Owner Trustee shall promptly furnish or cause to be furnished to each Certificateholder in a timely fashion such U.S. Treasury forms as are required by the Code to be furnished to such Certificateholder indicating payment of any taxes withheld from any payments by the Paying Agent to such Certificateholder. The OwnerOwner Trustee and the Paying Agent shall be fully protected in relying upon, and each Certificateholder by its acceptance of a Certificate hereunder agrees to indemnify and hold the Owner Trustee and the Paying Agent harmless against all claims or liability of any kind arising in connection with or related to the Owner Trustee's or the Paying Agent's reliance upon any documents, forms or information provided by any Certificateholder to the Owner Trustee. In addition, if the Paying Agent has not withheld taxes on any payment made to any Certificateholder, and the Paying Agent is subsequently required to remit to any taxing authority any such amount not withheld, such Certificateholder shall return such amount to the Paying Agent upon written demand by the Paying Agent. In no event shall the Owner Trustee or the Paying Agent be liable for consequential damages to any Certificateholder. (g) Any funds remaining in the Certificate Distribution Account after distribution of all amounts specified in this Section 5.2 shall be distributed to the Certificateholders in the manner described in Section 5.2(a).

Application of Funds in Certificate Distribution Account. (a) On each Distribution Payment Date the Paying Agent will, based on the information contained in the Monthly Report delivered on the related Distribution Determination Date pursuant to Section 5.14 of the Sale and Servicing Agreement, distribute to Certificateholders, on a pro rata basis to the extent of the funds available, amounts and deposited in the Certificate Distribution Account pursuant to Section 6.04(a)(xiii) of the Sale and Servicing Agreement:Account. (b) On the Distribution Payment Date following the date on which amounts received in respect of the Class C CertificateholderSeller's or the Servicer's exercise of its option to purchase the corpus of the Trust pursuant to Section 8.01 of the Sale and Servicing Agreement, or pursuant to the auction of the Contracts Loans as described in Section 10.04 of the IndentureIndenture or Section 9.3 of this Agreement, are deposited in the Certificate Distribution Account, the Paying Agent will distribute such amounts to Certificateholders in the manner described in Section 5.2(a). (c) On the Distribution Payment Date on which proceeds are deposited in the Certificate Distribution Account pursuant to Section 8.02 of the Sale and Servicing Agreement (or on the Distribution Payment Date immediately following such deposit if such proceeds are not deposited in the Certificate Distribution Account on a Distribution Payment Date), the Paying Agent will distribute the proceeds so deposited in the Certificate Distribution Account to Certificateholders in the manner described in Section 5.2(a). (d) On the Distribution Payment Date following the date on which the Indenture Trustee makes payments of money or property in respect of liquidation of the Trust Property pursuant to Section 5.06 of the Indenture and deposits funds received in connection with such liquidation in the Certificate Distribution Account, the Paying Agent will distribute such funds to Certificateholders in the manner described in Section 5.2(a). (e) On each Distribution Payment Date, the Owner Trustee shall send or cause to be sent to each Certificateholder the statement required pursuant to Section 6.05 6.07 of the Sale and Servicing Agreement. (f) To The Paying Agent agrees, to the extent required by the Internal Revenue Code, and applicable federal regulations promulgated thereunder, as the same may be amended from time to time (collectively, the "Code"), the Paying Agent shall to withhold from each payment due hereunder or under any Certificate, United States withholding taxes at the appropriate rate, and, on a timely basis, to deposit such amounts with an authorized depository and make such returns, filings and other reports in connection therewith as are required of it under the Code. Any Certificateholder which is eligible for an exemption from or reduction of withholding of United States federal income taxes shall, from time to time, provide to the Owner Trustee and the Paying Agent in a timely manner all appropriate and properly completed forms indicating such eligibility, as may be necessary to permit the Paying Agent not to withhold taxes from payments due to such Certificateholder. In connection with the foregoing, the Owner Trustee shall promptly furnish or cause to be furnished to each Certificateholder in a timely fashion such U.S. Treasury forms as are required by the Code to be furnished to such Certificateholder indicating payment of any taxes withheld from any payments by the Paying Agent to such Certificateholder. The OwnerOwner Trustee and the Paying Agent shall be fully protected in relying upon, and each Certificateholder by its acceptance of a Certificate hereunder agrees to indemnify and hold the Owner Trustee and the Paying Agent harmless against all claims or liability of any kind arising in connection with or related to the Owner Trustee's or the Paying Agent's reliance upon any documents, forms or information provided by any Certificateholder to the Owner Trustee. In addition, if the Paying Agent has not withheld taxes on any payment made to any Certificateholder, and the Paying Agent is subsequently required to remit to any taxing authority any such amount not withheld, such Certificateholder shall return such amount to the Paying Agent upon written demand by the Paying Agent. In no event shall the Owner Trustee or the Paying Agent be liable for consequential damages to any Certificateholder. (g) Any funds remaining in the Certificate Distribution Account after distribution of all amounts specified in this Section 5.2 shall be distributed to the Certificateholders in the manner described in Section 5.2(a).

Application of Funds in Certificate Distribution Account. (a) On each Distribution Payment Date the Paying Agent will, based on the information contained in the Monthly Report delivered on the related Distribution Determination Date pursuant to Section 5.14 5.11 of the Sale and Servicing Agreement, distribute to each Class of Certificateholders, on a pro rata basis among such Class to the extent of the funds available, amounts distributable to such Class and deposited in the Certificate Distribution Account pursuant to Section 6.04(a)(xiii6(a) of the Sale and Servicing Agreement:. (b) On the Distribution Payment Date following the date on which amounts received in respect of the Class C Certificateholder's exercise of its option to purchase the corpus of the Trust pursuant to Section 8.01 of the Sale and Servicing Agreement, or pursuant to the auction of the Contracts Loans as described in Section 10.04 8.01 of the IndentureSale and Servicing Agreement, are deposited in the Certificate Distribution Account, the Paying Agent will distribute such amounts to Certificateholders in the manner described in Section 5.2(a). (c) On the Distribution Payment Date on which proceeds are deposited in the Certificate Distribution Account pursuant to Section 8.02 of the Sale and Servicing Agreement (or on the Distribution Payment Date immediately following such deposit if such proceeds are not deposited in the Certificate Distribution Account on a Distribution Payment Date), the Paying Agent will distribute the proceeds so deposited in the Certificate Distribution Account to Certificateholders in the manner described in Section 5.2(a). (d) On the Distribution Payment Date following the date on which the Indenture Trustee makes payments of money or property in respect of liquidation of the Trust Property pursuant to Section 5.06 of the Indenture and deposits funds received in connection with such liquidation in the Certificate Distribution Account, the Paying Agent will distribute such funds to Certificateholders in the manner described in Section 5.2(a). (e) On each Distribution Payment Date, the Owner Trustee shall send or cause to be sent to each Certificateholder the statement required pursuant to Section 6.05 6.07 of the Sale and Servicing Agreement. (f) To the extent required by the Internal Revenue Code, and applicable federal regulations promulgated thereunder, as the same may be amended from time to time (collectively, the "Code"), the Paying Agent shall withhold from each payment due hereunder or under any Certificate, United States withholding taxes at the appropriate rate, and, on a timely basis, to deposit such amounts with an authorized depository and make such returns, filings and other reports in connection therewith as are required of it under the Code. Any Certificateholder which is eligible for an exemption from or reduction of withholding of United States federal income taxes shall, from time to time, provide to the Owner Trustee and the Paying Agent in a timely manner all appropriate and properly completed forms indicating such eligibility, as may be necessary to permit the Paying Agent not to withhold taxes from payments due to such Certificateholder. In connection with the foregoing, the Owner Trustee shall promptly furnish or cause to be furnished to each Certificateholder in a timely fashion such U.S. Treasury forms as are required by the Code to be furnished to such Certificateholder indicating payment of any taxes withheld from any payments by the Paying Agent to such Certificateholder. The OwnerOwner Trustee and the Paying Agent shall be fully protected in relying upon, and each Certificateholder by its acceptance of a Certificate hereunder agrees to indemnify and hold the Owner Trustee and the Paying Agent harmless against all claims or liability of any kind arising in connection with or related to the Owner Trustee's or the Paying Agent's reliance upon any documents, forms or information provided by any Certificateholder to the Owner Trustee. In addition, if the Paying Agent has not withheld taxes on any payment made to any Certificateholder, and the Paying Agent is subsequently required to remit to any taxing authority any such amount not withheld, such Certificateholder shall return such amount to the Paying Agent upon written demand by the Paying Agent. In no event shall the Owner Trustee or the Paying Agent be liable for consequential damages to any Certificateholder. (g) Any funds remaining in the Certificate Distribution Account after distribution of all amounts specified in this Section 5.2 shall be distributed to the Class C Certificateholder in the manner described in Section 5.2(a).