Common use of Conditions to Aggregate Additions Clause in Contracts

Conditions to Aggregate Additions. On the Addition Date with respect to any Aggregate Additions, the Trustee shall acquire the Receivables existing in Aggregate Addition Accounts (and such Aggregate Addition Accounts shall be deemed to be Accounts for purposes of this Agreement) as of the close of business on the applicable Addition Cut-Off Date or shall acquire such Participation Interests, subject to the satisfaction of the following conditions: (i) on or before the eighth Business Day immediately preceding the Addition Date, the applicable Transferor shall have given the Trustee, the Servicer and each Rating Agency notice (unless such notice requirement is otherwise waived) that the Aggregate Addition Accounts or Participation Interests will be included and specifying the applicable Addition Date, Addition Cut-Off Date and Addition Selection Date; (ii) all Aggregate Addition Accounts shall be Eligible Accounts; (iii) the applicable Transferor shall have delivered to the Trustee copies of UCC financing statements covering such Aggregate Addition Accounts, if necessary to perfect the Trustee’s interest in the Receivables arising therein; (iv) to the extent required by Section 4.03, the applicable Transferor shall have deposited in the Collection Account all Collections with respect to such Aggregate Addition Accounts since the Addition Cut-Off Date; (v) as of each of the Addition Cut-Off Date and the Addition Date, no Insolvency Event shall have occurred nor shall the transfer of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests to the Trust have been made in contemplation of the occurrence thereof; (vi) solely with respect to Aggregate Additions designated pursuant to subsection 2.09(b), the Rating Agency Condition shall have been satisfied; (vii) the applicable Transferor shall have delivered to the Trustee an Officer’s Certificate of such Transferor, dated the Addition Date, confirming, to the extent applicable, the items set forth in clauses (ii) through (vi) above; (viii) the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not result in an Adverse Effect and, in the case of Aggregate Additions, the applicable Transferor shall have delivered to the Trustee an Officer’s Certificate of such Transferor, dated the Addition Date, stating that such Transferor reasonably believes that the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not have an Adverse Effect; and (ix) the applicable Transferor shall have delivered to the Trustee and each Rating Agency an Opinion of Counsel, dated the Addition Date, in accordance with subsection 13.02(d)(ii) or (iv), as applicable.

Conditions to Aggregate Additions. On the Addition Date with respect to any Aggregate Additions, the Trustee shall acquire the Receivables existing in Aggregate Addition Accounts (and such Aggregate Addition Accounts shall be deemed to be Accounts for purposes of this Agreement) as of the close of business on the applicable Addition Cut-Off Date or shall acquire such Participation Interests, subject to the satisfaction of the following conditions: (i) on or before the eighth Business Day immediately preceding the Addition Date, the applicable Transferor shall have given the Trustee, the Servicer and each Rating Agency notice (unless such notice requirement is otherwise waived) that the Aggregate Addition Accounts or Participation Interests will be included and specifying the applicable Addition Date, Addition Cut-Off Date and Addition Selection Date; (ii) all Aggregate Addition Accounts shall be Eligible Accounts; (iii) the applicable Transferor shall have delivered to the Trustee copies of UCC financing statements covering such Aggregate Addition Accounts, if necessary to perfect the Trustee’s 's interest in the Receivables arising therein; (iv) to the extent required by Section 4.03, the applicable Transferor shall have deposited in the Collection Account all Collections with respect to such Aggregate Addition Accounts since the Addition Cut-Off Date; (v) as of each of the Addition Cut-Off Date and the Addition Date, no Insolvency Event shall have occurred nor shall the transfer of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests to the Trust have been made in contemplation of the occurrence thereof; (vi) solely with respect to Aggregate Additions designated pursuant to subsection 2.09(b), the Rating Agency Condition shall have been satisfied; (vii) the applicable Transferor shall have delivered to the Trustee an Officer’s 's Certificate of such Transferor, dated the Addition Date, confirming, to the extent applicable, the items set forth in clauses (ii) through (vi) above; (viii) the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not result in an Adverse Effect and, in the case of Aggregate Additions, the applicable Transferor shall have delivered to the Trustee an Officer’s 's Certificate of such Transferor, dated the Addition Date, stating that such Transferor reasonably believes that the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not have an Adverse Effect; and (ix) the applicable Transferor shall have delivered to the Trustee and each Rating Agency an Opinion of Counsel, dated the Addition Date, in accordance with subsection 13.02(d)(ii) or (iv), as applicable.

Conditions to Aggregate Additions. On the Addition Date with respect to any Aggregate Additions, the Trustee shall acquire transfer of the Receivables existing in Aggregate Addition Accounts (and such Aggregate Addition Accounts shall be deemed to be Accounts for purposes of this Agreement) or Participation Interests as of the close of business on the applicable Addition Additional Cut-Off Date or Date, shall acquire such Participation Interests, be subject to the satisfaction of the following conditions: : (i) on or before the eighth Business Day immediately preceding the Addition Date, the applicable Transferor shall have given the Trustee, the Servicer and each the Rating Agency notice (unless such notice requirement is otherwise waived) that the Aggregate Addition Accounts or Participation Interests will be included and specifying the applicable Addition Date, Addition Date and Additional Cut-Off Date and Addition Selection Date; ; (ii) all Aggregate Addition Accounts shall be Eligible Accounts; ; (iii) the applicable Transferor shall have delivered to the Trustee copies of UCC UCC-1 financing statements covering such Aggregate Addition Accounts, if necessary to perfect the Trustee’s Trust's interest in the Receivables arising therein; ; (iv) to the extent required by Section 4.034.3, the applicable Transferor shall have deposited in the Collection Account all Collections with respect to such Aggregate Addition Accounts since the Addition Additional Cut-Off Date; ; (v) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to the related Account Owner, the Servicer, PFR or the Transferor shall have occurred nor shall the transfer to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests to the Trust have been made in contemplation of the occurrence thereof; ; (vi) solely with respect to Aggregate Additions designated pursuant to subsection 2.09(b2.9(b), the Rating Agency Condition shall have been satisfied; ; (vii) the applicable Transferor shall have delivered to the Trustee an Officer’s Certificate of such Transferor's Certificate, dated the Addition Date, confirming, to the extent applicable, the items set forth in clauses (ii) through (vi) above; ; (viii) the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not result in an Adverse Effect and, in the case of Aggregate Additions, the applicable Transferor shall have delivered to the Trustee an Officer’s Certificate of such Transferor's Certificate, dated the Addition Date, stating that such the Transferor reasonably believes that the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not have an Adverse Effect; and and (ix) the applicable Transferor shall have delivered to the Trustee and each the Rating Agency an Opinion of Counsel, dated the Addition Date, in accordance with subsection 13.02(d)(ii13.2(d)(ii) or (iv), as applicable.

Conditions to Aggregate Additions. On the Addition Date with respect to any Aggregate Additions, the Trustee Trust shall acquire the Receivables existing in such Aggregate Addition Accounts (and such Aggregate Addition Accounts shall be deemed to be Accounts for purposes of this Agreement) or shall acquire such Participation Interests existing as of the close of business on the applicable Addition Additional Cut-Off Date or shall acquire such Participation InterestsDate, subject to the satisfaction of the following conditions: (i) on or before the eighth fifth Business Day immediately preceding the Addition Date, the applicable Transferor or Transferors shall have given the Owner Trustee, the Indenture Trustee, the Servicer and each Rating Agency notice (unless such notice requirement is otherwise waived) that the Aggregate Addition Accounts or Participation Interests will be included and specifying the applicable Addition Date, Addition Date and Additional Cut-Off Date and Addition Selection Date; (ii) all as of the applicable Additional Cut-Off Date, such Aggregate Addition Accounts shall be Eligible Accounts; (iii) on or before the Required Delivery Date, the applicable Transferor or Transferors shall have delivered to the Owner Trustee and the Indenture Trustee copies of UCC UCC-1 financing statements covering such Aggregate Addition AccountsAccounts or Participation Interests, if necessary to perfect the Owner Trustee’s 's and the Trust's interest in the Receivables arising thereintherein and a schedule of such Aggregate Addition Accounts; (iv) to the extent required by Section 4.038.04 of the Indenture, the applicable such Transferor or Transferors shall have deposited in the Collection Account all Collections with respect to such Aggregate Addition Accounts or Participation Interests since the Addition Additional Cut-Off Date; (v) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to any Account Owner of any of the Aggregate Addition Accounts, or such Transferor shall have occurred nor shall the transfer to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests to the Trust have been made in contemplation of the occurrence thereof; (vi) solely with respect to Aggregate Additions designated pursuant to subsection 2.09(b), the Rating Agency Condition shall have been satisfied; (vii) each Transferor transferring Receivables in the applicable Transferor Additional Accounts on such Addition Date shall have delivered to the Owner Trustee and the Indenture Trustee an Officer’s Certificate of such Transferor's Certificate, dated the Addition Date, confirming, to the extent applicable, the items set forth in clauses (ii) through (vi) above; (viii) the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not result in an Adverse Effect and, in the case of Aggregate Additions, each Transferor transferring Receivables in the applicable Transferor Additional Accounts on such Addition Date shall have delivered to the Owner Trustee and the Indenture Trustee an Officer’s Certificate of such Transferor's Certificate, dated the Addition Date, stating that such Transferor reasonably believes that the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not have an Adverse Effect; and (ix) the applicable Transferor Transferors shall have delivered to the Owner Trustee, the Indenture Trustee and each Rating Agency an Opinion of Counsel, dated the Addition Date, in accordance with subsection 13.02(d)(ii9.02(d)(ii) or (iv), as applicable.

Conditions to Aggregate Additions. On the Addition Date with respect to any Aggregate Additions, the Trustee Trust shall acquire purchase the Receivables existing in Aggregate Addition Accounts (and such Aggregate Addition Accounts shall be deemed to be Accounts for purposes of this Agreement) or shall purchase such Participation Interests as of the close of business on the applicable Addition Additional Cut-Off Date or shall acquire such Participation InterestsDate, subject to the satisfaction of the following conditions: (i) on or before the eighth Business Day immediately preceding the Addition Date, the applicable Transferor shall have given the Trustee, the Servicer and each Rating Agency notice (unless such notice requirement is otherwise waived) that the Aggregate Addition Accounts or Participation Interests will be included and specifying the applicable Addition Date, Addition Date and Additional Cut-Off Date and Addition Selection Date; (ii) all Aggregate Addition Accounts shall be Eligible Accounts; (iii) the applicable Transferor shall have delivered to the Trustee copies of UCC UCC-1 financing statements covering such Aggregate Addition Accounts, if necessary to perfect the Trustee’s Trust's interest in the Receivables arising therein; (iv) to the extent required by Section 4.034.3, the applicable Transferor shall have deposited in the Collection Account all Collections with respect to such Aggregate Addition Accounts since the Addition Additional Cut-Off Date; (v) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to the related Account Owner or the Transferor shall have occurred nor shall the transfer to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests to the Trust have been made in contemplation of the occurrence thereof; (vi) solely with respect to Aggregate Additions designated pursuant to subsection 2.09(b2.9(b), the Rating Agency Condition shall have been satisfied; (vii) the applicable Transferor shall have delivered to the Trustee an Officer’s Certificate of such Transferor's Certificate, dated the Addition Date, confirming, to the extent applicable, the items set forth in clauses (ii) through (vi) above; (viii) the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not result in an Adverse Effect and, in the case of Aggregate Additions, the applicable Transferor shall have delivered to the Trustee an Officer’s Certificate of such Transferor's Certificate, dated the Addition Date, stating that such the Transferor reasonably believes that the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not have an Adverse Effect; and (ix) the applicable Transferor shall have delivered to the Trustee and each Rating Agency an Opinion of Counsel, dated the Addition Date, in accordance with subsection 13.02(d)(ii13.2(d)(ii) or (iv), as applicable.

Conditions to Aggregate Additions. On the Addition Date with respect to any Aggregate Additions, the Trustee Trust shall acquire the Receivables existing in Aggregate Addition Additional Designated Accounts (and such Aggregate Addition Additional Designated Accounts shall be deemed to be Designated Accounts for purposes of this Agreement) as of the close of business on the applicable Addition Cut-Off Date or shall acquire such Participation Interests), subject to the satisfaction of the following conditions: (i) on or before the eighth Business Day immediately preceding the Addition Date, the applicable Transferor shall have given the Owner Trustee, the Indenture Trustee, the Servicer and each Rating Agency notice (unless such notice requirement is otherwise waived) that the Aggregate Addition Additional Designated Accounts or Participation Interests will be included and specifying the applicable Addition Date, Addition Date and Additional Cut-Off Date and Addition Selection Date; (ii) all Aggregate Addition as of the applicable Additional Cut-Off Date, such Additional Designated Accounts shall be Eligible Accounts; (iii) the applicable such Transferor shall have delivered to the Owner Trustee and Indenture Trustee copies of UCC UCC-1 financing statements covering such Aggregate Addition Additional Designated Accounts, if necessary to perfect the Trustee’s Trust's interest in the Receivables arising thereintherein and a schedule of such Additional Designated Accounts; (iv) to the extent required by Section 4.038.04 of the Indenture, the applicable such Transferor shall have deposited in the Collection Account all Collections with respect to such Aggregate Addition Additional Designated Accounts since the Addition Additional Cut-Off Date; (v) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to ABC or any other Account Owner, as applicable, ABRC or such Transferor shall have occurred nor shall the transfer to the Trust of the Receivables arising in the Aggregate Addition Additional Designated Accounts or of the Participation Interests to the Trust have been made in contemplation of the occurrence thereof; (vi) solely with respect to Aggregate Additions designated pursuant to subsection 2.09(b), the Rating Agency Condition shall have been satisfied; (vii) the applicable such Transferor shall have delivered to the Owner Trustee and the Indenture Trustee an Officer’s Certificate of such Transferor's Certificate, dated the Addition Date, confirming, to the extent applicable, the items set forth in clauses (ii) through (vi) aboveabove and clause (x) below; (viii) the addition to acquisition by the Trust of the Receivables arising in the Aggregate Addition Additional Designated Accounts or of the Participation Interests will not result in an Adverse Effect and, in the case of Aggregate Additions, the applicable such Transferor shall have delivered to the Owner Trustee and the Indenture Trustee an Officer’s Certificate of such Transferor's Certificate, dated the Addition Date, stating that such Transferor reasonably believes that the addition to acquisition by the Trust of the Receivables arising in the Aggregate Addition Additional Designated Accounts or of the Participation Interests will not have an Adverse Effect; and (ix) the applicable such Transferor shall have delivered to the Owner Trustee, the Indenture Trustee and each Rating Agency an Opinion of Counsel, dated the Addition Date, in accordance with subsection 13.02(d)(ii9.02(d)(ii) or (iv), as applicable. (x) unless each Rating Agency otherwise consents, the number of Additional Designated Accounts designated pursuant to subsection 2.09(b) with respect to any of the three (3) consecutive Monthly Periods commencing in December, March, June and September of each calendar year, commencing [June 2000], shall not exceed 15% of the number of Accounts as of the first day of the calendar year during which such Monthly Periods commence and the number of Additional Designated Accounts designated pursuant to subsection 2.09(b) during any calendar year shall not exceed 20% of the number of Accounts as of the first day of such calendar year.

Conditions to Aggregate Additions. On the Addition Date with respect to any Aggregate Additions, the Trustee Trust shall acquire the Receivables existing in such Aggregate Addition Accounts (and such Aggregate Addition Accounts shall be deemed to be Accounts for purposes of this Agreement) or shall acquire such Participation Interests existing as of the close of business on the applicable Addition Additional Cut-Off Date or shall acquire such Participation InterestsDate, subject to the satisfaction of the following conditions: (i) on or before the eighth fifth Business Day immediately preceding the Addition Date, the applicable Transferor shall have given the Owner Trustee, the Indenture Trustee, the Servicer and each Rating Agency notice (unless such notice requirement is otherwise waivedwaived by the Rating Agency) that the Aggregate Addition Accounts or Participation Interests will be included and specifying the applicable Addition Date, Addition the Additional Cut-Off Date and Addition Selection Datethe Pool or Pools to which such addition will be made; (ii) all as of the applicable Additional Cut-Off Date, such Aggregate Addition Accounts shall be Eligible Accounts; (iii) on or before the Required Delivery Date, the applicable Transferor shall have delivered to the Owner Trustee and the Indenture Trustee copies of UCC UCC-1 financing statements covering such Aggregate Addition AccountsAccounts or Participation Interests, if necessary to perfect the Owner Trustee’s and the Trust’s interest in the Receivables arising thereintherein and a schedule of such Aggregate Addition Accounts; (iv) to the extent required by Section 4.038.04 of the Indenture, the applicable such Transferor shall have deposited in the Collection Account all Collections with respect to such Aggregate Addition Accounts or Participation Interests since the Addition Additional Cut-Off Date; (v) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to any Receivables Seller, the Bank or any other Account Owner, as applicable, or such Transferor shall have occurred nor shall the transfer to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests to the Trust have been made in contemplation of the occurrence thereof; (vi) solely with respect to Aggregate Additions designated pursuant to subsection 2.09(b), the Rating Agency Condition shall have been satisfied; (vii) the applicable such Transferor shall have delivered to the Owner Trustee and the Indenture Trustee an Officer’s Certificate of such TransferorCertificate, dated the Addition Date, confirming, to the extent applicable, the items set forth in clauses (ii) through (vi) above; (viii) the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not result in an Adverse Effect and, in the case of Aggregate Additions, the applicable such Transferor shall have delivered to the Owner Trustee and the Indenture Trustee an Officer’s Certificate of such TransferorCertificate, dated the Addition Date, stating that such Transferor reasonably believes that the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not have an Adverse Effect; and (ix) the applicable such Transferor shall have delivered to the Owner Trustee, the Indenture Trustee and each Rating Agency an Opinion of Counsel, dated the Addition Date, in accordance with subsection 13.02(d)(ii9.02(d)(ii) or (iv), as applicable.

Conditions to Aggregate Additions. On the Addition Date with respect to any Aggregate Additions, the Trustee Trust shall acquire purchase the Receivables existing in Aggregate Addition Accounts (and such Aggregate Addition Accounts shall be deemed to be Accounts for purposes of this Agreement) or shall purchase such Participation Interests as of the close of business on the applicable Addition Additional Cut-Off Date or shall acquire such Participation InterestsDate, subject to the satisfaction of the following conditions: (i) on or before the eighth Business Day immediately preceding the Addition Date, the applicable Transferor shall have given the Trustee, the Servicer and each Rating Agency notice (unless such notice requirement is otherwise waived) that the Aggregate Addition Accounts or Participation Interests will be included and specifying the applicable Addition Date, Addition Date and Additional Cut-Off Date and Addition Selection Date; (ii) all Aggregate Addition Accounts shall be Eligible Accounts; (iii) the applicable such Transferor shall have delivered to the Trustee copies of UCC UCC-1 financing statements covering such Aggregate Addition Accounts, if necessary to perfect the Trustee’s Trust's interest in the Receivables arising therein; (iv) to the extent required by Section 4.03, the applicable such Transferor shall have deposited in the Collection Account all Collections with respect to such Aggregate Addition Accounts since the Addition Additional Cut-Off Date; (v) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to the applicable Account Owner or such Transferor shall have occurred nor shall the transfer to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests to the Trust have been made in contemplation of the occurrence thereof; (vi) solely with respect to Aggregate Additions designated pursuant to subsection 2.09(b), the Rating Agency Condition shall have been satisfied; (vii) the applicable such Transferor shall have delivered to the Trustee an Officer’s Certificate of such Transferor's Certificate, dated the Addition Date, confirming, to the extent applicable, the items set forth in clauses (ii) through (vi) above; (viii) the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not result in an Adverse Effect and, in the case of Aggregate Additions, the applicable such Transferor shall have delivered to the Trustee an Officer’s Certificate of such Transferor's Certificate, dated the Addition Date, stating that such Transferor reasonably believes that the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not have an Adverse Effect; and (ix) the applicable such Transferor shall have delivered to the Trustee and each Rating Agency an Opinion of Counsel, dated the Addition Date, in accordance with subsection 13.02(d)(ii) or (iv), as applicable.

Conditions to Aggregate Additions. On the Addition Date with respect to any Aggregate Additions, the Trustee Trust shall acquire the Receivables existing in such Aggregate Addition Accounts (and such Aggregate Addition Accounts shall be deemed to be Accounts for purposes of this Agreement) or shall acquire such Participation Interests existing as of the close of business on the applicable Addition Additional Cut-Off Date or shall acquire such Participation InterestsDate, subject to the satisfaction of the following conditions: (i) on or before the eighth fifth Business Day immediately preceding the Addition Date, the applicable Transferor shall have given the Owner Trustee, the Indenture Trustee, the Servicer and each Rating Agency notice (unless such notice requirement is otherwise waivedwaived by the Rating Agency) that the Aggregate Addition Accounts or Participation Interests will be included and specifying the applicable Addition Date, Addition the Additional Cut-Off Date and Addition Selection Datethe Pool or Pools to which such addition will be made; (ii) all as of the applicable Additional Cut-Off Date, such Aggregate Addition Accounts shall be Eligible Accounts; (iii) on or before the Required Delivery Date, the applicable Transferor shall have delivered to the Owner Trustee and the Indenture Trustee copies of UCC UCC-1 financing statements covering such Aggregate Addition AccountsAccounts or Participation Interests, if necessary to perfect the Owner Trustee’s 's and the Trust's interest in the Receivables arising thereintherein and a schedule of such Aggregate Addition Accounts; (iv) to the extent required by Section 4.038.04 of the Indenture, the applicable such Transferor shall have deposited in the Collection Account all Collections with respect to such Aggregate Addition Accounts or Participation Interests since the Addition Additional Cut-Off Date; (v) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to HRAC II, the Bank or any other Account Owner, as applicable, or such Transferor shall have occurred nor shall the transfer to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests to the Trust have been made in contemplation of the occurrence thereof; (vi) solely with respect to Aggregate Additions designated pursuant to subsection 2.09(b), the Rating Agency Condition shall have been satisfied; (vii) the applicable such Transferor shall have delivered to the Owner Trustee and the Indenture Trustee an Officer’s Certificate of such Transferor's Certificate, dated the Addition Date, confirming, to the extent applicable, the items set forth in clauses (ii) through (vi) above; (viii) the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not result in an Adverse Effect and, in the case of Aggregate Additions, the applicable such Transferor shall have delivered to the Owner Trustee and the Indenture Trustee an Officer’s Certificate of such Transferor's Certificate, dated the Addition Date, stating that such Transferor reasonably believes that the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not have an Adverse Effect; and (ix) the applicable such Transferor shall have delivered to the Owner Trustee, the Indenture Trustee and each Rating Agency an Opinion of Counsel, dated the Addition Date, in accordance with subsection 13.02(d)(ii9.02(d)(ii) or (iv), as applicable.

Conditions to Aggregate Additions. On the Addition Date with respect to any Aggregate Additions, the Trustee Trust shall acquire the Receivables existing in such Aggregate Addition Accounts (and such Aggregate Addition Accounts shall be deemed to be Accounts for purposes of this Agreement) or shall acquire such Participation Interests existing as of the close of business on the applicable Addition Additional Cut-Off Date or shall acquire such Participation InterestsDate, subject to the satisfaction of the following conditions: (i) on or before the eighth fifth Business Day immediately preceding the Addition Date, the applicable Transferor shall have given the Owner Trustee, the Indenture Trustee, the Servicer and each Rating Agency notice (unless such notice requirement is otherwise waivedwaived by the Rating Agency) that the Aggregate Addition Accounts or Participation Interests will be included and specifying the applicable Addition Date, Addition the Additional Cut-Off Date and Addition Selection Datethe Pool or Pools to which such addition will be made; (ii) all as of the applicable Additional Cut-Off Date, such Aggregate Addition Accounts shall be Eligible Accounts; (iii) on or before the Required Delivery Date, the applicable Transferor shall have delivered to the Owner Trustee and the Indenture Trustee copies of UCC UCC-1 financing statements covering such Aggregate Addition AccountsAccounts or Participation Interests, if necessary to perfect the Owner Trustee’s 's and the Trust's interest in the Receivables arising thereintherein and a schedule of such Aggregate Addition Accounts; (iv) to the extent required by Section 4.038.04 of the Indenture, the applicable such Transferor shall have deposited in the Collection Account all Collections with respect to such Aggregate Addition Accounts or Participation Interests since the Addition Additional Cut-Off Date; (v) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to HRAC, the Bank or any other Account Owner, as applicable, or such Transferor shall have occurred nor shall the transfer to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests to the Trust have been made in contemplation of the occurrence thereof; (vi) solely with respect to Aggregate Additions designated pursuant to subsection 2.09(b), the Rating Agency Condition shall have been satisfied; (vii) the applicable such Transferor shall have delivered to the Owner Trustee and the Indenture Trustee an Officer’s Certificate of such Transferor's Certificate, dated the Addition Date, confirming, to the extent applicable, the items set forth in clauses (ii) through (vi) above; (viii) the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not result in an Adverse Effect and, in the case of Aggregate Additions, the applicable such Transferor shall have delivered to the Owner Trustee and the Indenture Trustee an Officer’s Certificate of such Transferor's Certificate, dated the Addition Date, stating that such Transferor reasonably believes that the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not have an Adverse Effect; and (ix) the applicable such Transferor shall have delivered to the Owner Trustee, the Indenture Trustee and each Rating Agency an Opinion of Counsel, dated the Addition Date, in accordance with subsection 13.02(d)(ii9.02(d)(ii) or (iv), as applicable.

Conditions to Aggregate Additions. On the Addition Date with respect to any Aggregate Additions, the Trustee Trust shall acquire the Receivables existing in such Aggregate Addition Accounts (and such Aggregate Addition Accounts shall be deemed to be Accounts for purposes of this Agreement) or shall acquire such Participation Interests existing as of the close of business on the applicable Addition Additional Cut-Off Date or shall acquire such Participation InterestsDate, subject to the satisfaction of the following conditions: (i) on or before the eighth fifth Business Day immediately preceding the Addition Date, the applicable Transferor shall have given the Owner Trustee, the Indenture Trustee, the Servicer and each Rating Agency notice (unless such notice requirement is otherwise waivedwaived by the Rating Agency) that the Aggregate Addition Accounts or Participation Interests will be included and specifying the applicable Addition Date, Addition the Additional Cut-Off Date and Addition Selection Datethe Pool or Pools to which such addition will be made; (ii) all as of the applicable Additional Cut-Off Date, such Aggregate Addition Accounts shall be Eligible Accounts; (iii) on or before the Required Delivery Date, the applicable Transferor shall have delivered to the Owner Trustee and the Indenture Trustee copies of UCC UCC-1 financing statements covering such Aggregate Addition AccountsAccounts or Participation Interests, if necessary to perfect the Owner Trustee’s and the Trust’s interest in the Receivables arising thereintherein and a schedule of such Aggregate Addition Accounts; (iv) to the extent required by Section 4.038.04 of the Indenture, the applicable such Transferor shall have deposited in the Collection Account all Collections with respect to such Aggregate Addition Accounts or Participation Interests since the Addition Additional Cut-Off Date; (v) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to HRAC I, the Bank or any other Account Owner, as applicable, or such Transferor shall have occurred nor shall the transfer to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests to the Trust have been made in contemplation of the occurrence thereof; (vi) solely with respect to Aggregate Additions designated pursuant to subsection 2.09(b), the Rating Agency Condition shall have been satisfied; (vii) the applicable such Transferor shall have delivered to the Owner Trustee and the Indenture Trustee an Officer’s Certificate of such TransferorCertificate, dated the Addition Date, confirming, to the extent applicable, the items set forth in clauses (ii) through (vi) above; (viii) the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not result in an Adverse Effect and, in the case of Aggregate Additions, the applicable such Transferor shall have delivered to the Owner Trustee and the Indenture Trustee an Officer’s Certificate of such TransferorCertificate, dated the Addition Date, stating that such Transferor reasonably believes that the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not have an Adverse Effect; and (ix) the applicable such Transferor shall have delivered to the Owner Trustee, the Indenture Trustee and each Rating Agency an Opinion of Counsel, dated the Addition Date, in accordance with subsection 13.02(d)(ii9.02(d)(ii) or (iv), as applicable.

Conditions to Aggregate Additions. On the Addition Date with respect to any Aggregate Additions, the Trustee Trust shall acquire the Receivables existing in such Aggregate Addition Accounts (and such Aggregate Addition Accounts shall be deemed to be Accounts for purposes of this Agreement) or shall acquire such Participation Interests existing as of the close of business on the applicable Addition Additional Cut-Off Date or shall acquire such Participation InterestsDate, subject to the satisfaction of the following conditions: (i) on or before the eighth fifth Business Day immediately preceding the Addition Date, or solely with respect to Aggregate Additions designated pursuant to subsection 2.09(a), on or before the tenth day preceding the Required Designation Date, the applicable Transferor shall have given the Owner Trustee, the Indenture Trustee, the Servicer and each Rating Agency notice (unless such notice requirement is otherwise waivedwaived by the Rating Agency) that the Aggregate Addition Accounts or Participation Interests will be included and specifying the applicable Addition Date, Addition the Additional Cut-Off Date and Addition Selection Datethe Pool or Pools to which such addition will be made; (ii) all as of the applicable Additional Cut-Off Date, such Aggregate Addition Accounts shall be Eligible Accounts; (iii) on or before the Required Delivery Date, the applicable Transferor shall have delivered to the Owner Trustee and the Indenture Trustee copies of UCC UCC-1 financing statements covering such Aggregate Addition AccountsAccounts or Participation Interests, if necessary to perfect the Trustee’s Trust's interest in the Receivables arising thereintherein and a schedule of such Aggregate Addition Accounts; (iv) to the extent required by Section 4.038.04 of the Indenture, the applicable such Transferor shall have deposited in the Collection Account all Collections with respect to such Aggregate Addition Accounts or Participation Interests since the Addition Additional Cut-Off Date; (v) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to HRAC II, the Bank or any other Account Owner, as applicable, or such Transferor shall have occurred nor shall the transfer to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests to the Trust have been made in contemplation of the occurrence thereof; (vi) solely with respect to Aggregate Additions designated pursuant to subsection 2.09(b), the Rating Agency Condition shall have been satisfied; (vii) the applicable such Transferor shall have delivered to the Owner Trustee and the Indenture Trustee an Officer’s Certificate of such Transferor's Certificate, dated the Addition Date, confirming, to the extent applicable, the items set forth in clauses (ii) through (vi) above; (viii) the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not result in an Adverse Effect and, in the case of Aggregate Additions, the applicable such Transferor shall have delivered to the Owner Trustee and the Indenture Trustee an Officer’s Certificate of such Transferor's Certificate, dated the Addition Date, stating that such Transferor reasonably believes that the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not have an Adverse Effect; and (ix) the applicable such Transferor shall have delivered to the Owner Trustee, the Indenture Trustee and each Rating Agency an Opinion of Counsel, dated the Addition Date, in accordance with subsection 13.02(d)(ii9.02(d)(ii) or (iv), as applicable.

Conditions to Aggregate Additions. On the Addition Date with --------------------------------- respect to any Aggregate Additions, the Trustee Trust shall acquire the Receivables existing in such Aggregate Addition Accounts (and such Aggregate Addition Accounts shall be deemed to be Accounts for purposes of this Agreement) or shall acquire such Participation Interests as of the close of business on the applicable Addition Additional Cut-Off Date or shall acquire such Participation InterestsDate, subject to the satisfaction of the following conditions: (i) on or before the eighth fifth Business Day immediately preceding the Addition Date, the applicable Transferor shall have given the Owner Trustee, the Indenture Trustee, the Servicer and each Rating Agency notice (unless such notice requirement is otherwise waived) that the Aggregate Addition Accounts or Participation Interests will be included and specifying the applicable Addition Date, Addition Date and Additional Cut-Off Date and Addition Selection Date; (ii) all as of the applicable Addition Date, such Aggregate Addition Accounts shall be Eligible Accounts; (iii) on or before the Required Delivery Date, the applicable Transferor shall have delivered to the Owner Trustee and Indenture Trustee copies of UCC UCC-1 financing statements covering such Aggregate Addition Accounts, if necessary to perfect the Trustee’s Trust's interest in the Receivables arising thereintherein and a schedule of such Aggregate Addition Accounts; (iv) to the extent required by Section 4.038.04 of the Indenture, the applicable such Transferor shall have deposited in the Collection Account all Collections with respect to such Aggregate Addition Accounts since the Addition Additional Cut-Off Date; (v) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to the Bank or any other Account Owner, as applicable, or such Transferor shall have occurred nor shall the transfer to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests to the Trust have been made in contemplation of the occurrence thereof; (vi) solely with respect to Aggregate Additions designated pursuant to subsection 2.09(b), the Rating Agency Condition shall have been satisfied; (vii) the applicable such Transferor shall have delivered to the Owner Trustee and the Indenture Trustee an Officer’s Certificate of such Transferor's Certificate, dated the Addition Date, confirming, to the extent applicable, the items set forth in clauses (ii) through (vi) above; (viii) the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not result in an Adverse Effect and, in the case of Aggregate Additions, the applicable such Transferor shall have delivered to the Owner Trustee and the Indenture Trustee an Officer’s Certificate of such Transferor's Certificate, dated the Addition Date, stating that such Transferor reasonably believes that the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not have an Adverse Effect; and (ix) the applicable such Transferor shall have delivered to the Owner Trustee, the Indenture Trustee and each Rating Agency an Opinion of Counsel, dated the Addition Date, in accordance with subsection 13.02(d)(ii9.02(d)(ii) or (iv), as applicable.

Conditions to Aggregate Additions. On the Addition Date with respect to any Aggregate Additions, the Trustee Trust shall acquire the Receivables existing in such Aggregate Addition Accounts (and such Aggregate Addition Accounts shall be deemed to be Accounts for purposes of this Agreement) or shall acquire such Participation Interests existing as of the close of business on the applicable Addition Additional Cut-Off Date or shall acquire such Participation InterestsDate, subject to the satisfaction of the following conditions: (i) on or before the eighth fifth Business Day immediately preceding the Addition Date, the applicable Transferor shall have given the Owner Trustee, the Servicer Indenture Trustee, the Servicer, each Controlling Entity and each Rating Agency notice (unless such notice requirement is otherwise waivedwaived by the Rating Agency) that the Aggregate Addition Accounts or Participation Interests will be included and specifying the applicable Addition Date, Addition the Additional Cut-Off Date and Addition Selection Datethe Pool or Pools to which such addition will be made; (ii) all as of the applicable Additional Cut-Off Date, such Aggregate Addition Accounts shall be Eligible Accounts; (iii) on or before the Required Delivery Date, the applicable Transferor shall have delivered to the Owner Trustee and the Indenture Trustee copies of UCC UCC-1 financing statements covering such Aggregate Addition AccountsAccounts or Participation Interests, if necessary to perfect the Owner Trustee’s 's and the Trust's interest in the Receivables arising thereintherein and a schedule of such Aggregate Addition Accounts; (iv) to the extent required by Section 4.038.04 of the Indenture, the applicable such Transferor shall have deposited in the Collection Account all Collections with respect to such Aggregate Addition Accounts or Participation Interests since the Addition Additional Cut-Off Date; (v) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to the related Originator or any other Account Owner, as applicable, or such Transferor shall have occurred nor shall the transfer to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests to the Trust have been made in contemplation of the occurrence thereof; (vi) solely with respect to Aggregate Additions designated pursuant to subsection 2.09(b), the Rating Agency Condition shall have been satisfied; (vii) the applicable such Transferor shall have delivered to the Owner Trustee, each Controlling Entity and the Indenture Trustee an Officer’s Certificate of such Transferor's Certificate, dated the Addition Date, confirming, to the extent applicable, the items set forth in clauses (ii) through (vi) above; (viii) the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not result in an Adverse Effect and, in the case of Aggregate Additions, the applicable such Transferor shall have delivered to the Owner Trustee, each Controlling Entity and the Indenture Trustee an Officer’s Certificate of such Transferor's Certificate, dated the Addition Date, stating that such Transferor reasonably believes that the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not have an Adverse Effect; and (ix) the applicable such Transferor shall have delivered to the Trustee Owner Trustee, the Indenture Trustee, each Controlling Entity and each Rating Agency an Opinion of Counsel, dated the Addition Date, in accordance with subsection 13.02(d)(ii9.02(d)(ii) or (iv), as applicable.

Conditions to Aggregate Additions. On the Addition Date with --------------------------------- respect to any Aggregate Additions, the Trustee shall acquire transfer of the Receivables existing in Aggregate Addition Accounts (and such Aggregate Addition Accounts shall be deemed to be Accounts for purposes of this Agreement) or Participation Interests as of the close of business on the applicable Addition Additional Cut-Off Date or Date, shall acquire such Participation Interests, be subject to the satisfaction of the following conditions: (i) on or before the eighth Business Day immediately preceding the Addition Date, the applicable Transferor shall have given the Trustee, the Servicer and each the Rating Agency notice (unless such notice requirement is otherwise waived) that the Aggregate Addition Accounts or Participation Interests will be included and specifying the applicable Addition Date, Addition Date and Additional Cut-Off Date and Addition Selection Date; (ii) all Aggregate Addition Accounts shall be Eligible Accounts; (iii) the applicable Transferor shall have delivered to the Trustee copies of UCC UCC-1 financing statements covering such Aggregate Addition Accounts, if necessary to perfect the Trustee’s Trust's interest in the Receivables arising therein; (iv) to the extent required by Section 4.034.3, the applicable Transferor shall have deposited in the Collection Account all Collections with respect to such Aggregate Addition Accounts since the Addition Additional Cut-Off Date; (v) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to the related Account Owner, the Servicer, or the Transferor shall have occurred nor shall the transfer to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests to the Trust have been made in contemplation of the occurrence thereof; (vi) solely with respect to Aggregate Additions designated pursuant to subsection 2.09(b2.9(b), the Rating Agency Condition shall have been satisfied; (vii) the applicable Transferor shall have delivered to the Trustee an Officer’s Certificate of such Transferor's Certificate, dated the Addition Date, confirming, to the extent applicable, the items set forth in clauses (ii) through (vi) above; (viii) the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not result in an Adverse Effect and, in the case of Aggregate Additions, the applicable Transferor shall have delivered to the Trustee an Officer’s Certificate of such Transferor's Certificate, dated the Addition Date, stating that such the Transferor reasonably believes that the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not have an Adverse Effect; and (ix) the applicable Transferor shall have delivered to the Trustee and each the Rating Agency an Opinion of Counsel, dated the Addition Date, in accordance with subsection 13.02(d)(ii13.2(d)(ii) or (iv), as applicable.

Conditions to Aggregate Additions. On the Addition Date with respect to any Aggregate AdditionsAddition Accounts or Participation Interests, the Trustee Trust shall acquire purchase the Receivables existing in Aggregate Addition such Additional Accounts (and such Aggregate Addition Additional Accounts shall be deemed to be Accounts for purposes of this Agreement) or shall purchase such Participation Interests as of the close of business on the applicable Addition Additional Cut-Off Date or shall acquire such Participation Interestsoff Date, subject to the satisfaction of the following conditions: (i) on or before the eighth Business Day immediately preceding the Addition Date, the applicable Transferor Seller shall have given the Trustee, the Servicer and each Rating Agency notice (unless such notice requirement is otherwise waived) that the Aggregate Addition Accounts or Participation Interests will be included and specifying the applicable Addition Date, Addition Date and Additional Cut-Off Date and Addition Selection Date; (ii) all the Aggregate Addition Accounts shall all be Eligible Accounts; (iii) the applicable Transferor Seller shall have delivered to the Trustee copies of UCC UCC-1 financing statements covering such Aggregate Addition Accounts, if necessary to perfect the Trustee’s Trust's interest in the Receivables arising therein; (iv) to the extent required by Section 4.03, the applicable Transferor Seller shall have deposited in the Collection Account all Collections with respect to such Aggregate Addition Accounts since the Addition Additional Cut-Off Date; (v) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to the Bank or the Seller shall have occurred nor shall the transfer of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests to the Trust have been made in contemplation of the occurrence thereof; (vi) solely with respect to Aggregate Additions designated pursuant to subsection Section 2.09(b), the Rating Agency Condition shall have been satisfied; (vii) the applicable Transferor Seller shall have delivered to the Trustee an Officer’s Certificate of such Transferor's Certificate, dated the Addition Date, confirming, to the extent applicable, the items set forth in clauses (ii) through (vi) above; (viii) the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests to the Trust will not result in an Adverse Effect and, in the case of Aggregate Additions, the applicable Transferor Seller shall have delivered to the Trustee an Officer’s Certificate of such Transferor's Certificate, dated the Addition Date, stating that such Transferor the Seller reasonably believes that the addition to the Trust of the Receivables arising in the Aggregate Addition Additional Accounts or of the Participation Interests to the Trust will not have an Adverse Effect; and (ix) the applicable Transferor Seller shall have delivered to the Trustee and each Rating Agency an Opinion of Counsel, dated the Addition Date, in accordance with subsection Section 13.02(d)(ii) or (iv), as applicable.

Conditions to Aggregate Additions. On the Addition Date with respect to any Aggregate Additions, the Trustee shall acquire transfer of the Receivables existing in Aggregate Addition Accounts (and such Aggregate Addition Accounts shall be deemed to be Accounts for purposes of this Agreement) or Participation Interests as of the close of business on the applicable Addition Additional Cut-Off Date or Date, shall acquire such Participation Interests, be subject to the satisfaction of the following conditions: : (i) on or before the eighth Business Day immediately preceding the Addition Date, the applicable Transferor shall have given the Trustee, the Servicer and each the Rating Agency notice (unless such notice requirement is otherwise waived) that the Aggregate Addition Accounts or Participation Interests will be included and specifying the applicable Addition Date, Addition Date and Additional Cut-Off Date and Addition Selection Date; ; (ii) all Aggregate Addition Accounts shall be Eligible Accounts; ; (iii) the applicable Transferor shall have delivered to the Trustee copies of UCC UCC-1 financing statements covering such Aggregate Addition Accounts, if necessary to perfect the Trustee’s Trust's interest in the Receivables arising therein; ; (iv) to the extent required by Section 4.034.3, the applicable Transferor shall have deposited in the Collection Account all Collections with respect to such Aggregate Addition Accounts since the Addition Additional Cut-Off Date; ; (v) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to the related Account Owner, the Servicer, PFR or the Transferor shall have occurred nor shall the transfer of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests to the Trust have been made in contemplation of the occurrence thereof; (vi) solely with respect to Aggregate Additions designated pursuant to subsection 2.09(b), the Rating Agency Condition shall have been satisfied; (vii) the applicable Transferor shall have delivered to the Trustee an Officer’s Certificate of such Transferor, dated the Addition Date, confirming, to the extent applicable, the items set forth in clauses (ii) through (vi) above; (viii) the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not result have been made in an Adverse Effect and, in the case of Aggregate Additions, the applicable Transferor shall have delivered to the Trustee an Officer’s Certificate of such Transferor, dated the Addition Date, stating that such Transferor reasonably believes that the addition to the Trust contemplation of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not have an Adverse Effect; and (ix) the applicable Transferor shall have delivered to the Trustee and each Rating Agency an Opinion of Counsel, dated the Addition Date, in accordance with subsection 13.02(d)(ii) or (iv), as applicable.occurrence thereof;

Conditions to Aggregate Additions. On the Addition Date with respect to any Aggregate Additions, the Trustee Trust shall acquire the Receivables existing in such Aggregate Addition Accounts (and such Aggregate Addition Accounts shall be deemed to be Accounts for purposes of this Agreement) or shall acquire such Participation Interests existing as of the close of business on the applicable Addition Additional Cut-Off Date or shall acquire such Participation InterestsDate, subject to the satisfaction of the following conditions: (i) on or before the eighth fifth Business Day immediately preceding the Addition Date, the applicable Transferor shall have given the Owner Trustee, the Indenture Trustee, the Servicer and each Rating Agency notice (unless such notice requirement is otherwise waivedwaived by the Rating Agency) that the Aggregate Addition Accounts or Participation Interests will be included and specifying the applicable Addition Date, Addition the Additional Cut-Off Date and Addition Selection Datethe Pool or Pools to which such addition will be made; (ii) all as of the applicable Additional Cut-Off Date, such Aggregate Addition Accounts shall be Eligible Accounts; (iii) on or before the Required Delivery Date, the applicable Transferor shall have delivered to the Owner Trustee and the Indenture Trustee copies of UCC UCC-1 financing statements covering such Aggregate Addition AccountsAccounts or Participation Interests, if necessary to perfect the Owner Trustee’s 's and the Trust's interest in the Receivables arising thereintherein and a schedule of such Aggregate Addition Accounts; (iv) to the extent required by Section 4.038.04 of the Indenture, the applicable such Transferor shall have deposited in the Collection Account all Collections with respect to such Aggregate Addition Accounts or Participation Interests since the Addition Additional Cut-Off Date; (v) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to HRAC, the Bank or any other Account Owner, as applicable, or such Transferor shall have occurred nor shall the transfer of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests to the Trust have been made in contemplation of the occurrence thereof; (vi) solely with respect to Aggregate Additions designated pursuant to subsection 2.09(b), the Rating Agency Condition shall have been satisfied; (vii) the applicable Transferor shall have delivered to the Trustee an Officer’s Certificate of such Transferor, dated the Addition Date, confirming, to the extent applicable, the items set forth in clauses (ii) through (vi) above; (viii) the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not result in an Adverse Effect and, in the case of Aggregate Additions, the applicable Transferor shall have delivered to the Trustee an Officer’s Certificate of such Transferor, dated the Addition Date, stating that such Transferor reasonably believes that the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not have an Adverse Effect; and (ix) the applicable Transferor shall have delivered to the Trustee and each Rating Agency an Opinion of Counsel, dated the Addition Date, in accordance with subsection 13.02(d)(ii) or (iv), as applicable.of

Conditions to Aggregate Additions. On the Addition Date with respect to any Aggregate Additions, the Trustee Trust shall acquire purchase the Receivables existing in Aggregate Addition Accounts (and such Aggregate Addition Accounts shall be deemed to be Accounts for purposes of this Agreement) or shall purchase such Participation Interests as of the close of business on the applicable Addition Additional Cut-Off Date or shall acquire such Participation InterestsDate, subject to the satisfaction of the following conditions: (i) on or before the eighth Business Day immediately preceding the Addition Date, the applicable Transferor shall have given the Trustee, the Servicer and each Rating Agency notice (unless such notice requirement is otherwise waived) that the Aggregate Addition Accounts or Participation Interests will be included and specifying the applicable Addition Date, Addition Date and Additional Cut-Off Date and Addition Selection Date; (ii) all Aggregate Addition Accounts shall be Eligible Accounts; (iii) the applicable Transferor shall have delivered to the Trustee copies of UCC UCC-1 financing statements covering such Aggregate Addition Accounts, if necessary to perfect the Trustee’s Trust's interest in the Receivables arising therein; (iv) to the extent required by Section 4.034.3, the applicable Transferor shall have deposited in the Collection Account all Collections with respect to such Aggregate Addition Accounts since the Addition Additional Cut-Off Date; ; (v) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to the related Account Owner, Account Originator, the Bank, PFR or the Transferor shall have occurred nor shall the transfer of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests to the Trust have been made in contemplation of the occurrence thereof; (vi) solely with respect to Aggregate Additions designated pursuant to subsection 2.09(b), the Rating Agency Condition shall have been satisfied; (vii) the applicable Transferor shall have delivered to the Trustee an Officer’s Certificate of such Transferor, dated the Addition Date, confirming, to the extent applicable, the items set forth in clauses (ii) through (vi) above; (viii) the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not result have been made in an Adverse Effect and, in contemplation of the case of occurrence thereof; (vi) solely with respect to Aggregate AdditionsAdditions designated pursuant to subsection 2.9(b), the applicable Transferor Rating Agency Condition shall have delivered to the Trustee an Officer’s Certificate of such Transferor, dated the Addition Date, stating that such Transferor reasonably believes that the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not have an Adverse Effect; and (ix) the applicable Transferor shall have delivered to the Trustee and each Rating Agency an Opinion of Counsel, dated the Addition Date, in accordance with subsection 13.02(d)(ii) or (iv), as applicable.been satisfied;

Conditions to Aggregate Additions. On the Addition Date with respect to any Aggregate Additions, the Trustee Trust shall acquire the Receivables existing in Aggregate Addition Additional Designated Accounts (and such Aggregate Addition Accounts shall be deemed to be Accounts for purposes of this Agreement) as of the close of business on the applicable Addition Cut-Off Date or shall acquire such Participation Interests, subject to the satisfaction of the following conditions:and (i) on or before the eighth fifth Business Day immediately preceding the Addition Date, the applicable Transferor shall have given the Owner Trustee, the Indenture Trustee, the Servicer and each Rating Agency notice (unless such notice requirement is otherwise waived) that the Aggregate Addition Additional Designated Accounts or Participation Interests will be included and specifying the applicable Addition Date, Addition Date and Additional Cut-Off Date and Addition Selection Date; (ii) all Aggregate Addition as of the applicable Additional Cut-Off Date, such Additional Designated Accounts shall be Eligible Accounts; (iii) the applicable such Transferor shall have delivered to the Owner Trustee and Indenture Trustee copies of UCC UCC-1 financing statements covering such Aggregate Addition Additional Designated Accounts, if necessary to perfect the Trustee’s Trust's interest in the Receivables arising thereintherein and a schedule of such Additional Designated Accounts; (iv) to the extent required by Section 4.03, the applicable Transferor shall have deposited in the Collection Account all Collections with respect to such Aggregate Addition Accounts since the Addition Cut-Off Date; (v) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to ABC or any other Account Owner, as applicable, ABRC or any other Transferor shall have occurred nor shall the transfer to the Trust of the Receivables arising in the Aggregate Addition Additional Designated Accounts or of the Participation Interests to the Trust have been made in contemplation of the occurrence thereof; (viv) solely with respect to Aggregate Additions designated pursuant to subsection 2.09(b)) where the related Additional Designated Accounts were not originated by ABC, the Rating Agency Condition shall have been satisfied; (viivi) the applicable such Transferor shall have delivered to the Owner Trustee and the Indenture Trustee an Officer’s Certificate of such Transferor's Certificate, dated the Addition Date, confirming, to the extent applicable, the items set forth in clauses (ii) through (viiv) above; (viiivii) the addition to acquisition by the Trust of the Receivables arising in the Aggregate Addition Additional Designated Accounts or of the Participation Interests will not result in an Adverse Effect and, in the case of Aggregate Additions, the applicable and such Transferor shall have delivered to the Owner Trustee and the Indenture Trustee an Officer’s Certificate of such Transferor's Certificate, dated the Addition Date, stating that such Transferor reasonably believes that the addition to acquisition by the Trust of the Receivables arising in the Aggregate Addition Additional Designated Accounts or of the Participation Interests will not have an Adverse Effect; and; (ixviii) the applicable such Transferor shall have delivered to the Owner Trustee, the Indenture Trustee and each Rating Agency an Opinion of Counsel, dated the Addition Date, in accordance with subsection 13.02(d)(ii9.02(d)(ii); (ix) or unless the Rating Agency Condition is satisfied, the number of Additional Designated Accounts designated pursuant to subsection 2.09(b) with respect to any of the three (iv)3) consecutive Monthly Periods commencing in December, as applicableMarch, June and September of each calendar (x) such Additional Designated Accounts were selected randomly and no selection procedures believed by the applicable Transferor to be materially adverse to the interests of the Noteholders have been used in selecting such Additional Designated Accounts.

Conditions to Aggregate Additions. On the Addition Date with --------------------------------- respect to any Aggregate Additions, the Trustee Trust shall acquire the Receivables existing in such Aggregate Addition Accounts (and such Aggregate Addition Accounts shall be deemed to be Accounts for purposes of this Agreement) or shall acquire such Participation Interests existing as of the close of business on the applicable Addition Additional Cut-Off Date or shall acquire such Participation InterestsDate, subject to the satisfaction of the following conditions: (i) on or before the eighth fifth Business Day immediately preceding the Addition Date, the applicable Transferor shall have given the Owner Trustee, the Indenture Trustee, the Servicer and each Rating Agency notice (unless such notice requirement is otherwise waivedwaived by the Rating Agency) that the Aggregate Addition Accounts or Participation Interests will be included and specifying the applicable Addition Date, Addition Cut-the Additional Cut- Off Date and Addition Selection Datethe Pool or Pools to which such addition will be made; (ii) all as of the applicable Additional Cut-Off Date, such Aggregate Addition Accounts shall be Eligible Accounts; (iii) on or before the Required Delivery Date, the applicable Transferor shall have delivered to the Owner Trustee and the Indenture Trustee copies of UCC UCC-1 financing statements covering such Aggregate Addition AccountsAccounts or Participation Interests, if necessary to perfect the Owner Trustee’s 's and the Trust's interest in the Receivables arising thereintherein and a schedule of such Aggregate Addition Accounts; (iv) to the extent required by Section 4.038.04 of the Indenture, the applicable such Transferor shall have deposited in the Collection Account all Collections with respect to such Aggregate Addition Accounts or Participation Interests since the Addition Additional Cut-Off Date; (v) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to the Bank or any other Account Owner, as applicable, or such Transferor shall have occurred nor shall the transfer to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests to the Trust have been made in contemplation of the occurrence thereof; (vi) solely with respect to Aggregate Additions designated pursuant to subsection 2.09(b), the Rating Agency Condition shall have been satisfied; (vii) the applicable such Transferor shall have delivered to the Owner Trustee and the Indenture Trustee an Officer’s Certificate of such Transferor's Certificate, dated the Addition Date, confirming, to the extent applicable, the items set forth in clauses (ii) through (vi) above; (viii) the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not result in an Adverse Effect and, in the case of Aggregate Additions, the applicable such Transferor shall have delivered to the Owner Trustee and the Indenture Trustee an Officer’s Certificate of such Transferor's Certificate, dated the Addition Date, stating that such Transferor reasonably believes that the addition to the Trust of the Receivables arising in the Aggregate Addition Accounts or of the Participation Interests will not have an Adverse Effect; and (ix) the applicable such Transferor shall have delivered to the Owner Trustee, the Indenture Trustee and each Rating Agency an Opinion of Counsel, dated the Addition Date, in accordance with subsection 13.02(d)(ii9.02(d)(ii) or (iv), as applicable.