Common use of Criteria for Subsequent Timeshare Loans Clause in Contracts

Criteria for Subsequent Timeshare Loans. No Subsequent Timeshare Loan shall be accepted as part of the Trust Estate on any Transfer Date unless the Indenture Trustee shall have received a certification from the Depositor that (a) the Depositor, as of such Transfer Date, has restated each of the representations and warranties contained in Section 5(a) of the Sale Agreement, (b) each of the conditions in Section 4.2 above has been satisfied, (c) each Subsequent Timeshare Loan is an Eligible Timeshare Loan as of the Transfer Date, and (d) each Subsequent Timeshare Loan satisfies the following criteria (measured by using the relevant data for each Timeshare Loan as of its related Cut-Off Date): (i) that such Subsequent Timeshare Loan was not selected by the Depositor in a manner that the Depositor, in its reasonable business judgment, believes to be materially adverse to the interests of the Noteholders, provided that it is acknowledged by the parties hereto that the certification in this clause (c)(i) is not intended and shall not be construed as a guaranty of the performance of such Subsequent Timeshare Loan and that such Subsequent Timeshare Loan may perform differently than other timeshare loans originated by the related Originator or other Affiliates of the Depositor, (ii) that after the purchase of all Subsequent Timeshare Loans, (A) the weighted average interest rate on all Subsequent Timeshare Loans must be greater than 15.25%, (B) the weighted average months of age on all Timeshare Loans must be greater than 17 months, (C) the percentage of Timeshare Loans related to Units at the Resorts is not one percent (1%) less than such percentage on the Closing Date, and (D) the percentage of Timeshare Loans related to a Resort as a percentage of all Timeshare Loans does not vary from such percentage on the Closing Date by more than 7% as a percentage of all Timeshare Loans, (iii) that such Subsequent Timeshare Loan does not have a stated maturity later than July 2026, (iv) the related Obligor has made at least one payment in respect of such Subsequent Timeshare Loan, (v) to the extent the related Obligor has a FICO® score, such Obligor does not have a FICO® score of 600 or below, (vi) the weighted average FICO® score of the Obligors of the Subsequent Timeshare Loans must be greater than 706, (vii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores do not represent more than 2.50% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (viii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 625 do not represent more than 10.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (ix) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 650 do not represent more than 20.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (x) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 700 do not represent more than 50.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xi) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 750 do not represent more than 75.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xii) the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, and (xiii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.50% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans.

Criteria for Subsequent Timeshare Loans. No Subsequent Timeshare Loan shall be accepted as part of the Trust Estate on any Transfer Date unless the Indenture Trustee shall have received a certification from the Depositor that (ai) the Depositor, as of such Transfer Date, has restated each of the representations and warranties contained in Section 5(a) of the Sale Agreement, (bii) each of the conditions in Section 4.2 above has been satisfied, (ciii) each Subsequent Timeshare Loan is an Eligible Timeshare Loan as of the Transfer Date, and (d) each Subsequent Timeshare Loan satisfies the following criteria (measured by using the relevant data for each Timeshare Loan as of its related Cut-Off Date): (i) that such Subsequent Timeshare Loan was not selected by the Depositor in a manner that the Depositor, in its reasonable business judgment, believes to be materially adverse to the interests of the Noteholders, provided that it is acknowledged by the parties hereto that the certification in this clause (c)(i) is not intended and shall not be construed as a guaranty of the performance of such Subsequent Timeshare Loan and that such Subsequent Timeshare Loan may perform differently than other timeshare loans originated by the related Originator or other Affiliates of the Depositor, (ii) that after the purchase of all Subsequent Timeshare Loans, (A) the weighted average interest rate on all Subsequent Timeshare Loans must shall be greater than 15.2516.25%, (B) the weighted average months of age on all Timeshare Loans must shall be greater than 17 18 months, (C) the percentage of Timeshare Loans related to Units at the Resorts is related to Initial Timeshare Loans shall not one percent (be 1%) % less than such percentage on the Closing Date, Date and (D) the percentage of Timeshare Loans related to a Resort as a percentage of all Timeshare Loans does not vary from such percentage on the Closing Date by more than 7% as a percentage of all Timeshare Loans, and (iiiiv) with respect to each Subsequent Timeshare Loan being conveyed on such Transfer Date (a) such Subsequent Timeshare Loan is an Eligible Timeshare Loan as of the Transfer Date, (b) each Subsequent Timeshare Loan was not selected by the related Seller in a manner that such Seller, in its reasonable business judgment, believes to be materially adverse to the interests of the Noteholders; provided, that it is acknowledged by the parties hereto that the certification in this clause (b) is not intended and shall not be construed as a guaranty of the performance of such Subsequent Timeshare Loans, and that such Subsequent Timeshare Loans may perform differently than other timeshare loans originated by the related Originator or other Affiliates of the related Seller, (c) each Subsequent Timeshare Loan does not have a stated maturity later than July 2026December 2023, (ivd) the related Obligor has made at least one payment in respect of such Subsequent Timeshare Loan, Loan and (v) to the extent the related Obligor has a FICO® score, such Obligor does not have a FICO® score of 600 or below, (vie) the weighted average FICO® score of the Obligors of the all Subsequent Timeshare Loans must be greater than 706, (vii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores do not represent more than 2.50% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (viii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 625 do not represent more than 10.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (ix) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 650 do not represent more than 20.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (x) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 700 do not represent more than 50.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xi) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 750 do not represent more than 75.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xii) the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, and (xiii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.50% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans709.

Criteria for Subsequent Timeshare Loans. No Subsequent Timeshare Loan shall be accepted as part of the Trust Estate on any Transfer Date unless the Indenture Trustee shall have received a certification from the Depositor that (a) the Depositor, as of such Transfer Date, has restated each of the representations and warranties contained in Section 5(a) of the Sale Agreement, (b) each of the conditions in Section 4.2 above has been satisfied, (c) each Subsequent Timeshare Loan is an Eligible Timeshare Loan as of the Transfer Date, and (d) each Subsequent Timeshare Loan satisfies the following criteria (measured by using the relevant data for each Timeshare Loan as of its related Cut-Off Date): (i) that such Subsequent Timeshare Loan was not selected by the Depositor in a manner that the Depositor, in its reasonable business judgment, believes to be materially adverse to the interests of the Noteholders, provided that it is acknowledged by the parties hereto that the certification in this clause (c)(id)(i) is not intended and shall not be construed as a guaranty of the performance of such Subsequent Timeshare Loan Loans and that such Subsequent Timeshare Loan may perform differently than other timeshare loans originated by the related Originator or other Affiliates of the Depositor, (ii) that after the purchase of all Subsequent Timeshare Loans, (A) the weighted average interest rate on all Subsequent Timeshare Loans must be greater than 15.2514.75%, (B) the weighted average months of age on all Timeshare Loans must be greater than 17 13.25 months, (C) the percentage of Timeshare Loans related to Units at the Resorts is not one percent (1%) less than such percentage on the Closing Date, and (D) the percentage of Timeshare Loans related to a Resort as a percentage of all Timeshare Loans does not vary from such percentage on the Closing Date by more than 7% as a percentage of all Timeshare Loans and (E) the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans with Obligors which are existing owners is equal to or greater than 75.0% of the aggregate Cut-Off Date Loan Balance of all Subsequent Timeshare Loans, (iii) that such Subsequent Timeshare Loan does not have a stated maturity later than July 2026February 2031, (iv) the related Obligor has made at least one payment in respect of such Subsequent Timeshare Loan, (v) to the extent the related Obligor has a FICO® score, such Obligor does not have a FICO® score of 600 or below, (vi) the weighted average FICO® score of the Obligors of the Subsequent Timeshare Loans must be greater than 706728, (vii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores do not represent more than 2.500.25% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (viii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 625 do not represent more than 10.01.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (ix) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 650 do not represent more than 20.07.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (x) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 700 do not represent more than 50.033.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xi) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 750 do not represent more than 75.063.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xii) the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.00.25% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare LoansLoans and may only include Foreign Obligors who are residents of Canada, and (xiii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors 29 do not represent more than 2.500.25% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans.

Criteria for Subsequent Timeshare Loans. No Subsequent Timeshare Loan shall be accepted as part of the Trust Estate on any Transfer Date unless the Indenture Trustee shall have received a certification from the Depositor that (ai) the Depositor, as of such Transfer Date, has restated each of the representations and warranties contained in Section 5(a) of the Sale Agreement, (bii) each of the conditions in Section 4.2 above has been satisfied, (ciii) each Subsequent Timeshare Loan is an Eligible Timeshare Loan as of the Transfer Date, and (d) each Subsequent Timeshare Loan satisfies the following criteria (measured by using the relevant data for each Timeshare Loan as of its related Cut-Off Date): (i) that such Subsequent Timeshare Loan was not selected by the Depositor in a manner that the Depositor, in its reasonable business judgment, believes to be materially adverse to the interests of the Noteholders, provided that it is acknowledged by the parties hereto that the certification in this clause (c)(i) is not intended and shall not be construed as a guaranty of the performance of such Subsequent Timeshare Loan and that such Subsequent Timeshare Loan may perform differently than other timeshare loans originated by the related Originator or other Affiliates of the Depositor, (ii) that after the purchase of all Subsequent Timeshare Loans, (A) the weighted average interest rate on all Subsequent Timeshare Loans must shall be greater than 15.2516.10%, (B) the weighted average months of age on all Timeshare Loans must shall be greater than 17 14 months, (C) the percentage of Timeshare Loans related to Units at the Resorts is related to Initial Timeshare Loans shall not one percent (be 1%) % less than such percentage on the Closing Date, Date and (D) the percentage of Timeshare Loans related to a Resort as a percentage of all Timeshare Loans does not vary from such percentage on the Closing Date by more than 7% as a percentage of all Timeshare Loans, and (iiiiv) with respect to each Subsequent Timeshare Loan being conveyed on such Transfer Date (a) such Subsequent Timeshare Loan is an Eligible Timeshare Loan as of the Transfer Date, (b) each Subsequent Timeshare Loan was not selected by the related Seller in a manner that such Seller, in its reasonable business judgment, believes to be materially adverse to the interests of the Noteholders; provided, that it is acknowledged by the parties hereto that the certification in this clause (b) is not intended and shall not be construed as a guaranty of the performance of such Subsequent Timeshare Loans, and that such Subsequent Timeshare Loans may perform differently than other timeshare loans originated by the related Originator or other Affiliates of the related Seller, (c) each Subsequent Timeshare Loan does not have a stated maturity later than July 2026May 2025, (ivd) the related Obligor has made at least one payment in respect of such Subsequent Timeshare Loan, Loan and (v) to the extent the related Obligor has a FICO® score, such Obligor does not have a FICO® score of 600 or below, (vie) the weighted average FICO® score of the Obligors of the all Subsequent Timeshare Loans must be greater than 706, (vii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores do not represent more than 2.50% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (viii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 625 do not represent more than 10.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (ix) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 650 do not represent more than 20.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (x) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 700 do not represent more than 50.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xi) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 750 do not represent more than 75.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xii) the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, and (xiii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.50% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans.

Criteria for Subsequent Timeshare Loans. No Subsequent Timeshare Loan shall be accepted as part of the Trust Estate on any Transfer Date unless the Indenture Trustee shall have received a certification from the Depositor that (a) the Depositor, as of such Transfer Date, has restated each of the representations and warranties contained in Section 5(a) of the Sale Agreement, (b) each of the conditions in Section 4.2 above has been satisfied, (c) each Subsequent Timeshare Loan is an Eligible Timeshare Loan as of the Transfer Date, and (d) each Subsequent Timeshare Loan satisfies the following criteria (measured by using the relevant data for each Timeshare Loan as of its related Cut-Off Date): (i) that such Subsequent Timeshare Loan was not selected by the Depositor in a manner that the Depositor, in its reasonable business judgment, believes to be materially adverse to the interests of the Noteholders, provided that it is acknowledged by the parties hereto that the certification in this clause (c)(id)(i) is not intended and shall not be construed as a guaranty of the performance of such Subsequent Timeshare Loan Loans and that such Subsequent Timeshare Loan may perform differently than other timeshare loans originated by the related Originator or other Affiliates of the Depositor, (ii) that after the purchase of all Subsequent Timeshare Loans, (A) the weighted average interest rate on all Subsequent Timeshare Loans must be greater than 15.2515.0%, (B) the weighted average months of age on all Timeshare Loans must be greater than 17 9 months, (C) the percentage of Timeshare Loans related to Units at the Resorts is not one percent (1%) less than such percentage on the Closing Date, and (D) the percentage of Timeshare Loans related to a Resort as a percentage of all Timeshare Loans does not vary from such percentage on the Closing Date by more than 7% as a percentage of all Timeshare Loans and (E) the percentage of Subsequent Timeshare Loans that were made to existing Bluegreen Vacation Club owners is at least 50% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (iii) that such Subsequent Timeshare Loan does not have a stated maturity later than July 2026September 2023, (iv) the related Obligor has made at least one payment in respect of such Subsequent Timeshare Loan, (v) to the extent the related Obligor has a FICO® score, such Obligor does not have a FICO® score of 600 650 or below, (vi) the weighted average FICO® score of the Obligors of the Subsequent Timeshare Loans must be greater than 706737, (vii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores do not represent more than 2.500.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (viii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 625 do not represent more than 10.00.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (ix) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 650 do not represent more than 20.00.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (x) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 700 do not represent more than 50.027.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xi) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 750 do not represent more than 75.057.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xii) the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.00.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare LoansLoans and may only include Foreign Obligors who are residents of Canada, and (xiii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.500.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans.

Criteria for Subsequent Timeshare Loans. No Subsequent Timeshare Loan shall be accepted as part of the Trust Estate on any Transfer Date unless the Indenture Trustee shall have received a certification from the Depositor that (ai) the Depositor, as of such Transfer Date, has restated each of the representations and warranties contained in Section 5(a) of the Sale Agreement, (bii) each of the conditions in Section 4.2 above has been satisfied, (ciii) each Subsequent Timeshare Loan is an Eligible Timeshare Loan as of the Transfer Date, and (d) each Subsequent Timeshare Loan satisfies the following criteria (measured by using the relevant data for each Timeshare Loan as of its related Cut-Off Date): (i) that such Subsequent Timeshare Loan was not selected by the Depositor in a manner that the Depositor, in its reasonable business judgment, believes to be materially adverse to the interests of the Noteholders, provided that it is acknowledged by the parties hereto that the certification in this clause (c)(i) is not intended and shall not be construed as a guaranty of the performance of such Subsequent Timeshare Loan and that such Subsequent Timeshare Loan may perform differently than other timeshare loans originated by the related Originator or other Affiliates of the Depositor, (ii) that after the purchase of all Subsequent Timeshare Loans, (A) the weighted average interest rate on all Subsequent Timeshare Loans must shall be greater than 15.2514.75%, (B) the weighted average months of age on all Timeshare Loans must shall be greater than 17 3 months, (C) the percentage of Timeshare Loans related to Units at the Bluegreen Owned Resorts is shall not one percent (1%) be less than such percentage on the Closing Date, Date and (D) the percentage of Timeshare Loans related to a Resort as a percentage of all Timeshare Loans does not vary from such percentage on the Closing Date by more than 7% %, and (iv) with respect to each Subsequent Timeshare Loan being conveyed on such Transfer Date (a) such Subsequent Timeshare Loan is an Eligible Timeshare Loan as of the Transfer Date, (b) each Subsequent Timeshare Loan was not selected by the related Seller in a manner that such Seller, in its reasonable business judgment, believes to be materially adverse to the interests of the Noteholders; provided, that it is acknowledged by the parties hereto that the certification in this clause (b) is not intended and shall not be construed as a percentage guaranty of all the performance of such Subsequent Timeshare Loans, (iii) and that such Subsequent Timeshare Loans may perform differently than other timeshare loans originated by the related Originator or other Affiliates of the related Seller, (c) each Subsequent Timeshare Loan does not have a stated maturity later than July 2026June 2018, and (ivd) the related Obligor has made at least one payment in respect of such Subsequent Timeshare Loan, (v) to the extent the related Obligor has a FICO® score, such Obligor does not have a FICO® score of 600 or below, (vi) the weighted average FICO® score of the Obligors of the Subsequent Timeshare Loans must be greater than 706, (vii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores do not represent more than 2.50% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (viii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 625 do not represent more than 10.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (ix) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 650 do not represent more than 20.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (x) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 700 do not represent more than 50.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xi) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 750 do not represent more than 75.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xii) the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, and (xiii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.50% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans.

Criteria for Subsequent Timeshare Loans. No Subsequent Timeshare Loan shall be accepted as part of the Trust Estate on any Transfer Date unless the Indenture Trustee shall have received a certification from the Depositor that (a) the Depositor, as of such Transfer Date, has restated each of the representations and warranties contained in Section 5(a) of the Sale Agreement, (b) each of the conditions in Section 4.2 above has been satisfied, (c) each Subsequent Timeshare Loan is an Eligible Timeshare Loan as of the Transfer Date, and (d) each Subsequent Timeshare Loan satisfies the following criteria (measured by using the relevant data for each Timeshare Loan as of its related Cut-Off Date): (i) that such Subsequent Timeshare Loan was not selected by the Depositor in a manner that the Depositor, in its reasonable business judgment, believes to be materially adverse to the interests of the Noteholders, provided that it is acknowledged by the parties hereto that the certification in this clause (c)(id)(i) is not intended and shall not be construed as a guaranty of the performance of such Subsequent Timeshare Loan Loans and that such Subsequent Timeshare Loan may perform differently than other timeshare loans originated by the related Originator or other Affiliates of the Depositor, (ii) that after the purchase of all Subsequent Timeshare Loans, (A) the weighted average interest rate on all Subsequent Timeshare Loans must be greater than 15.2514.25%, (B) the weighted average months of age on all Timeshare Loans must be greater than 17 6 months, (C) the percentage of Timeshare Loans related to Units at the Resorts is not one percent (1%) less than such percentage on the Closing Date, and (D) the percentage of Timeshare Loans related to a Resort as a percentage of all Timeshare Loans does not vary from such percentage on the Closing Date by more than 7% as a percentage of all Timeshare Loans and (E) the percentage of Subsequent Timeshare Loans that were made to existing Bluegreen Vacation Club owners is at least 50% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (iii) that such Subsequent Timeshare Loan does not have a stated maturity later than July 2026November 2033, (iv) the related Obligor has made at least one payment in respect of such Subsequent Timeshare Loan, (v) to the extent the related Obligor has a FICO® score, such Obligor does not have a FICO® score of 600 650 or below, (vi) the weighted average FICO® score of the Obligors of the Subsequent Timeshare Loans must be KL2 3337076.6 greater than 706737, (vii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores do not represent more than 2.500.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (viii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 625 do not represent more than 10.00.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (ix) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 650 do not represent more than 20.00.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (x) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 700 do not represent more than 50.027.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xi) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 750 do not represent more than 75.057.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xii) the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.00.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare LoansLoans and may only include Foreign Obligors who are residents of Canada, and (xiii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.500.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans.

Criteria for Subsequent Timeshare Loans. No Subsequent Timeshare Loan shall be accepted as part of the Trust Estate on any Transfer Date unless the Indenture Trustee shall have received a certification from the Depositor that (a) the Depositor, as of such Transfer Date, has restated each of the representations and warranties contained in Section 5(a) of the Sale Agreement, (b) each of the conditions in Section 4.2 above has been satisfied, (c) each Subsequent Timeshare Loan is an Eligible Timeshare Loan as of the Transfer Date, and (d) each Subsequent Timeshare Loan satisfies the following criteria (measured by using the relevant data for each Timeshare Loan as of its related Cut-Off Date): (i) that such Subsequent Timeshare Loan was not selected by the Depositor in a manner that the Depositor, in its reasonable business judgment, believes to be materially adverse to the interests of the Noteholders, provided that it is acknowledged by the parties hereto that the certification in this clause (c)(i) is not intended and shall not be construed as a guaranty of the performance of such Subsequent Timeshare Loan and that such Subsequent Timeshare Loan may perform differently than other timeshare loans originated by the related Originator or other Affiliates of the Depositor, (ii) that after the purchase of all Subsequent Timeshare Loans, (A) the weighted average interest rate on all Subsequent Timeshare Loans must be greater than 15.2514.15%, (B) the weighted average months of age on all Timeshare Loans must be greater than 17 8 months, (C) the percentage of Timeshare Loans related to Units at the Resorts is not one percent (1%) less than such percentage on the Closing Date, and (D) the percentage of Timeshare Loans related to a Resort as a percentage of all Timeshare Loans does not vary from such percentage on the Closing Date by more than 7% as a percentage of all Timeshare Loans, (iii) that such Subsequent Timeshare Loan does not have a stated maturity later than July 2026February 2029, (iv) the related Obligor has made at least one payment in respect of such Subsequent Timeshare Loan, (v) to the extent the related Obligor has a FICO® score, such Obligor does not have a FICO® score of 600 or below, (vi) the weighted average FICO® score of the Obligors of the Subsequent Timeshare Loans must be greater than 706719, (vii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores do not represent more than 2.501.50% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (viii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 625 do not represent more than 10.08.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (ix) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 650 do not represent more than 20.017.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (x) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 700 do not represent more than 50.042.5% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xi) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 750 do not represent more than 75.070.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xii) the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.01.50% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare LoansLoans and may only include Foreign Obligors who are residents of Canada, and (xiii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.501.50% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans and (xiv) the Obligors of the Subsequent Timeshare Loans who were not existing members of the Bluegreen Vacation Club at the time of origination does not represent more than 35% of the aggregate Cut-Off Date Loan Balance of all Subsequent Timeshare Loans.

Criteria for Subsequent Timeshare Loans. No Subsequent Timeshare Loan shall be accepted as part of the Trust Estate on any Transfer Date unless the Indenture Trustee shall have received a certification from the Depositor that (a) the Depositor, as of such Transfer Date, has restated each of the representations and warranties contained in Section 5(a) of the Sale Agreement, (b) each of the conditions in Section 4.2 above has been satisfied, (c) each Subsequent Timeshare Loan is an Eligible Timeshare Loan as of the Transfer Date, and (d) each Subsequent Timeshare Loan satisfies the following criteria (measured by using the relevant data for each Timeshare Loan as of its related Cut-Off Date): (i) that such Subsequent Timeshare Loan was not selected by the Depositor in a manner that the Depositor, in its reasonable business judgment, believes to be materially adverse to the interests of the Noteholders, provided that it is acknowledged by the parties hereto that the certification in this clause (c)(i) is not intended and shall not be construed as a guaranty of the performance of such Subsequent Timeshare Loan and that such Subsequent Timeshare Loan may perform differently than other timeshare loans originated by the related Originator or other Affiliates of the Depositor, (ii) that after the purchase of all Subsequent Timeshare Loans, (A) the weighted average interest rate on all Subsequent Timeshare Loans must be greater than 15.2513.50%, (B) the weighted average months of age on all Timeshare Loans must be greater than 17 14 months, (C) the percentage of Timeshare Loans related to Units at the Resorts is not one percent (1%) less than such percentage on the Closing Date, and (D) the percentage of Timeshare Loans related to a Resort as a percentage of all Timeshare Loans does not vary from such percentage on the Closing Date by more than 7% as a percentage of all Timeshare Loans, (iii) that such Subsequent Timeshare Loan does not have a stated maturity later than July 2026October 2027, (iv) the related Obligor has made at least one payment in respect of such Subsequent Timeshare Loan, (v) to the extent the related Obligor has a FICO® score, such Obligor does not have a FICO® score of 600 or below, (vi) the weighted average FICO® score of the Obligors of the Subsequent Timeshare Loans must be greater than 706715, (vii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores do not represent more than 2.50% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (viii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 625 do not represent more than 10.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (ix) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 650 do not represent more than 20.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (x) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 700 do not represent more than 50.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xi) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 750 do not represent more than 75.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xii) the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, and (xiii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.50% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans.

Criteria for Subsequent Timeshare Loans. No Subsequent Timeshare Loan shall be accepted as part of the Trust Estate on any Transfer Date unless the Indenture Trustee shall have received a certification from the Depositor that (ai) the Depositor, as of such Transfer Date, has restated each of the representations and warranties contained in Section 5(a) of the Sale Agreement, (bii) each of the conditions in Section 4.2 above has been satisfied, (ciii) each Subsequent Timeshare Loan is an Eligible Timeshare Loan as of the Transfer Date, and (d) each Subsequent Timeshare Loan satisfies the following criteria (measured by using the relevant data for each Timeshare Loan as of its related Cut-Off Date): (i) that such Subsequent Timeshare Loan was not selected by the Depositor in a manner that the Depositor, in its reasonable business judgment, believes to be materially adverse to the interests of the Noteholders, provided that it is acknowledged by the parties hereto that the certification in this clause (c)(i) is not intended and shall not be construed as a guaranty of the performance of such Subsequent Timeshare Loan and that such Subsequent Timeshare Loan may perform differently than other timeshare loans originated by the related Originator or other Affiliates of the Depositor, (ii) that after the purchase of all Subsequent Timeshare Loans, (A) the weighted average interest rate on all Subsequent Timeshare Loans must shall be greater than 15.2514.75%, (B) the weighted average months of age on all Timeshare Loans must shall be greater than 17 3 months, (C) the percentage of Timeshare Loans related to Units at the Bluegreen Owned Resorts is shall not one percent (1%) be less than such percentage on the Closing Date, Date and (D) the percentage of Timeshare Loans related to a Resort as a percentage of all Timeshare Loans does not vary from such percentage on the Closing Date by more than 7% %, and (iv) with respect to each Subsequent Timeshare Loan being conveyed on such Transfer Date (a) such Subsequent Timeshare Loan is an Eligible Timeshare Loan as of the Transfer Date, (b) each Subsequent Timeshare Loan was not selected by the related Seller in a manner that such Seller, in its reasonable business judgment, believes to be materially adverse to the interests of the Noteholders; provided, that it is acknowledged by the parties hereto that the certification in this clause (b) is not intended and shall not be construed as a percentage guaranty of all the performance of such Subsequent Timeshare Loans, (iii) and that such Subsequent Timeshare Loans may perform differently than other timeshare loans originated by the related Originator or other Affiliates of the related Seller, (c) each Subsequent Timeshare Loan does not have a stated maturity later than July 2026December 2016, (ivd) the related Obligor has made at least one payment in respect of such Subsequent Timeshare Loan, and (ve) if such Subsequent Timeshare Loan is related to a Unit at Boyne Resort and originated prior to the extent Club Originator obtaining a license under the Michigan Mortgage Brokers, Lenders and Servicers Licensing Act, the related Timeshare Loan File contains evidence that the related Obligor has a FICO® score, such Obligor does not have a FICO® score of 600 or below, (vi) confirmed the weighted average FICO® score terms of the Obligors of the Subsequent Timeshare Loans must be greater than 706, (vii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores do not represent more than 2.50% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (viii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 625 do not represent more than 10.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (ix) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 650 do not represent more than 20.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (x) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 700 do not represent more than 50.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xi) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 750 do not represent more than 75.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xii) the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, and (xiii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.50% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loansrelated Mortgage Note in a manner approved by local Michigan counsel.

Criteria for Subsequent Timeshare Loans. No Subsequent Timeshare Loan shall be accepted as part of the Trust Estate on any Transfer Date unless the Indenture Trustee shall have received a certification from the Depositor that (a) the Depositor, as of such Transfer Date, has restated each of the representations and warranties contained in Section 5(a) of the Sale Agreement, (b) each of the conditions in Section 4.2 above has been satisfied, (c) each Subsequent Timeshare Loan is an Eligible Timeshare Loan as of the Transfer Date, and (d) each Subsequent Timeshare Loan satisfies the following criteria (measured by using the relevant data for each Timeshare Loan as of its related Cut-Off Date): (i) that such Subsequent Timeshare Loan was not selected by the Depositor in a manner that the Depositor, in its reasonable business judgment, believes to be materially adverse to the interests of the Noteholders, provided that it is acknowledged by the parties hereto that the certification in this clause (c)(i) is not intended and shall not be construed as a guaranty of the performance of such Subsequent Timeshare Loan and that such Subsequent Timeshare Loan may perform differently than other timeshare loans originated by the related Originator or other Affiliates of the Depositor, (ii) that after the purchase of all Subsequent Timeshare Loans, (A) the weighted average interest rate on all Subsequent Timeshare Loans must be greater than 15.2514.15%, (B) the weighted average months of age on all Timeshare Loans must be greater than 17 8 months, (C) the percentage of Timeshare Loans related to Units at the Resorts is not one percent (1%) less than such percentage on the Closing Date, and (D) the percentage of Timeshare Loans related to a Resort as a percentage of all Timeshare Loans does not vary from such percentage on the Closing Date by more than 7% as a percentage of all Timeshare Loans, (iii) that such Subsequent Timeshare Loan does not have a stated maturity later than July 2026February 2029, (iv) the related Obligor has made at least one payment in respect of such Subsequent Timeshare Loan, (v) to the extent the related Obligor has a FICO® score, such Obligor does not have a FICO® score of 600 or below, (vi) the weighted average FICO® score of the Obligors of the Subsequent Timeshare Loans must be greater than 706719, (vii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores do not represent more than 2.501.50% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (viii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 625 do not represent more than 10.08.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (ix) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 650 do not represent more than 20.017.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (x) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 700 do not represent more than 50.042.5% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xi) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 750 do not represent more than 75.070.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xii) the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.01.50% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare LoansLoans and may only include Foreign Obligors who are residents of Canada, and (xiii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.501.50% of the aggregate Cut-Off Date Loan 29 Balances of all Subsequent Timeshare Loans and (xiv) the Obligors of the Subsequent Timeshare Loans who were not existing members of the Bluegreen Vacation Club at the time of origination does not represent more than 35% of the aggregate Cut-Off Date Loan Balance of all Subsequent Timeshare Loans.

Criteria for Subsequent Timeshare Loans. No (a) The Indenture Trustee shall not accept any Subsequent Timeshare Loan shall be accepted as part of the Trust Estate on any Transfer Date unless the Indenture Trustee shall have received a written certification from the Depositor that (ai) the Depositor, as of such Transfer Date, has restated each of the representations and warranties contained in Section 5(a) of the Sale Agreement, ; (bii) each of the conditions in Section 4.2 above has have been satisfied, ; (ciii) with respect to each Subsequent Timeshare Loan being conveyed on such Transfer Date (A) such Subsequent Timeshare Loan is an Eligible Timeshare Loan as of the Transfer Date, and (dB) each such Subsequent Timeshare Loan satisfies the following criteria is a Club Sunterra Vacations Right-to-Use Loan or a Mortgage Loan, (measured by using the relevant data for each Timeshare Loan as of its related Cut-Off Date): (iC) that such Subsequent Timeshare Loan was not selected by the Depositor in a manner that the Depositor, in its reasonable business judgment, believes to be materially adverse to the interests of the NoteholdersSecured Parties, provided that it is acknowledged by the parties hereto that the certification in this clause (c)(i) is not intended and shall not be construed as a guaranty of the performance of such Subsequent Timeshare Loan and that such Subsequent Timeshare Loan may perform differently than other timeshare loans originated by the related Originator or other Affiliates of the Depositor, (ii) that after the purchase of all Subsequent Timeshare Loans, (A) the weighted average interest rate on all Subsequent Timeshare Loans must be greater than 15.25%, (B) the weighted average months of age on all Timeshare Loans must be greater than 17 months, (C) the percentage of Timeshare Loans related to Units at the Resorts is not one percent (1%) less than such percentage on the Closing Date, and (D) the percentage of Timeshare Loans related to a Resort as a percentage of all Timeshare Loans does not vary from such percentage on the Closing Date by more than 7% as a percentage of all Timeshare Loans, (iii) that such Subsequent Timeshare Loan does not have a stated maturity later than July 202624 months prior to the Stated Maturity, (ivE) that such Subsequent Timeshare Loan is not more than 30 days past due as of the related Cut-Off Date and (F) that the related Obligor has made at least one scheduled payment in with respect of to such Subsequent Timeshare Loan, and (vvi) with respect to the extent the related Obligor has pool of Subsequent Timeshare Loans to be purchased on a FICO® score, such Obligor does not have a FICO® score of 600 or below, Transfer Date (viA) the weighted average FICO® interest rate of such Subsequent Timeshare Loans will be greater than 12.80%, (B) the weighted average credit score of the Obligors of the related to such Subsequent Timeshare Loans must will be greater than 706at least 709, (viiC) the Obligors no more than 2% of the such Subsequent Timeshare Loans with will be related to Resorts located in St. Maarten, (D) no FICO® scores do not represent more than 2.503% of the aggregate Obligors related to such Subsequent Timeshare Loans will be located outside of the United States based on their billing addresses as of the related Cut-Off Date Date, (E) no more than 10% of such Subsequent Timeshare Loans will have a remaining term to scheduled maturity of more than 120 months and (F) no more than 5% of such Subsequent Timeshare Loans will have an original purchase price greater than $100,000 (each of (A), (B), (C), (D), (E) and (F) in this clause (iv) calculated using the Loan Balances of all Subsequent Timeshare Loans, (viii) the Obligors of the such Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 625 do not represent more than 10.0% as of the aggregate related Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (ix) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 650 do not represent more than 20.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (x) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 700 do not represent more than 50.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xi) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 750 do not represent more than 75.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xii) the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, and (xiii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.50% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare LoansDate).

Criteria for Subsequent Timeshare Loans. No Subsequent Timeshare Loan shall be accepted as part of the Trust Estate on any Transfer Date unless the Indenture Trustee shall have received a certification from the Depositor that (ai) the Depositor, as of such Transfer Date, has restated each of the representations and warranties contained in Section 5(a) of the Sale Agreement, (bii) each of the conditions in Section 4.2 above has been satisfied, (ciii) each Subsequent Timeshare Loan is an Eligible Timeshare Loan as of the Transfer Date, and (d) each Subsequent Timeshare Loan satisfies the following criteria (measured by using the relevant data for each Timeshare Loan as of its related Cut-Off Date): (i) that such Subsequent Timeshare Loan was not selected by the Depositor in a manner that the Depositor, in its reasonable business judgment, believes to be materially adverse to the interests of the Noteholders, provided that it is acknowledged by the parties hereto that the certification in this clause (c)(i) is not intended and shall not be construed as a guaranty of the performance of such Subsequent Timeshare Loan and that such Subsequent Timeshare Loan may perform differently than other timeshare loans originated by the related Originator or other Affiliates of the Depositor, (ii) that after the purchase of all Subsequent Timeshare Loans, (A) the weighted average interest rate on all Subsequent Timeshare Loans must shall be greater than 15.2515.0%, (B) the weighted average months of age on all Timeshare Loans must shall be greater than 17 8 months, (C) the percentage of Timeshare Loans related to Units Timeshare Properties located at the Bluegreen Owned Resorts is shall not one percent (1%) be less than such percentage on the Closing Date, 96.6% and (D) the percentage of Timeshare Loans related to a Resort as a percentage of all Timeshare Loans does not vary from such percentage on the Closing Date by more than 7% %, and (iv) with respect to each Subsequent Timeshare Loan being conveyed on such Transfer Date (a) such Subsequent Timeshare Loan is an Eligible Timeshare Loan as of the Transfer Date, (b) each Subsequent Timeshare Loan was not selected by the related Seller in a manner that such Seller, in its reasonable business judgment, believes to be materially adverse to the interests of the Noteholders; provided, that it is acknowledged by the parties hereto that the certification in this clause (b) is not intended and shall not be construed as a percentage guaranty of all the performance of such Subsequent Timeshare Loans, (iii) and that such Subsequent Timeshare Loans may perform differently than other timeshare loans originated by the related Originator or other Affiliates of the related Seller, (c) each Subsequent Timeshare Loan does not have a stated maturity later than July 2026August 2014, (ivd) the related Obligor has made at least one payment two payments in respect of such Subsequent Timeshare Loan, (ve) if such Timeshare Loan is related to a Unit at La Cabana Resort, such Timeshare Loan was originated prior to January 26, 2004 and (f) if such Timeshare Loan is a Timeshare Loan related to a Unit at Boyne Resort, the extent Indenture Trustee shall have received evidence from Bluegreen that it has received a license under the Michigan Mortgage Brokers, Lenders and Servicers Licensing Act and that the related Obligor has a FICO® score, such Obligor does not have a FICO® score of 600 or below, (vi) confirmed the weighted average FICO® score terms of the Obligors of the Subsequent Timeshare Loans must be greater than 706, (vii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores do not represent more than 2.50% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (viii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 625 do not represent more than 10.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (ix) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 650 do not represent more than 20.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (x) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 700 do not represent more than 50.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xi) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 750 do not represent more than 75.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xii) the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, and (xiii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.50% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loansrelated Mortgage Note.

Criteria for Subsequent Timeshare Loans. No Subsequent Timeshare Loan shall be accepted as part of the Trust Estate on any Transfer Date unless the Indenture Trustee shall have received a certification from the Depositor that (ai) the Depositor, as of such Transfer Date, has restated each of the representations and warranties contained in Section 5(a) of the Sale Agreement, (bii) each of the conditions in Section 4.2 above has been satisfied, (ciii) each Subsequent Timeshare Loan is an Eligible Timeshare Loan as of the Transfer Date, and (d) each Subsequent Timeshare Loan satisfies the following criteria (measured by using the relevant data for each Timeshare Loan as of its related Cut-Off Date): (i) that such Subsequent Timeshare Loan was not selected by the Depositor in a manner that the Depositor, in its reasonable business judgment, believes to be materially adverse to the interests of the Noteholders, provided that it is acknowledged by the parties hereto that the certification in this clause (c)(i) is not intended and shall not be construed as a guaranty of the performance of such Subsequent Timeshare Loan and that such Subsequent Timeshare Loan may perform differently than other timeshare loans originated by the related Originator or other Affiliates of the Depositor, (ii) that after the purchase of all Subsequent Timeshare Loans, (A) the weighted average interest rate on all Subsequent Timeshare Loans must shall be greater than 15.2515.95%, (B) the weighted average months of age on all Timeshare Loans must shall be greater than 17 19 months, (C) the percentage of Timeshare Loans related to Units at the Bluegreen Club Resorts is shall not one percent (be 1%) % less than such percentage on the Closing Date, Date and (D) the percentage of Timeshare Loans related to a Resort as a percentage of all Timeshare Loans does not vary from such percentage on the Closing Date by more than 7% %, and (iv) with respect to each Subsequent Timeshare Loan being conveyed on such Transfer Date (a) such Subsequent Timeshare Loan is an Eligible Timeshare Loan as of the Transfer Date, (b) each Subsequent Timeshare Loan was not selected by the related Seller in a manner that such Seller, in its reasonable business judgment, believes to be materially adverse to the interests of the Noteholders; provided, that it is acknowledged by the parties hereto that the certification in this clause (b) is not intended and shall not be construed as a percentage guaranty of all the performance of such Subsequent Timeshare Loans, (iii) and that such Subsequent Timeshare Loans may perform differently than other timeshare loans originated by the related Originator or other Affiliates of the related Seller, (c) each Subsequent Timeshare Loan does not have a stated maturity later than July 2026December 2022, (ivd) the related Obligor has made at least one payment in respect of such Subsequent Timeshare Loan, Loan and (v) to the extent the related Obligor has a FICO® score, such Obligor does not have a FICO® score of 600 or below, (vie) the weighted average FICO® score of the Obligors of the all Subsequent Timeshare Loans must be greater than 706, (vii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores do not represent more than 2.50% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (viii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 625 do not represent more than 10.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (ix) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 650 do not represent more than 20.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (x) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 700 do not represent more than 50.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xi) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 750 do not represent more than 75.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xii) the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, and (xiii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.50% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans713.

Criteria for Subsequent Timeshare Loans. No Subsequent Timeshare Loan shall be accepted as part of the Trust Estate on any Transfer Date unless the Indenture Trustee shall have received a certification from the Depositor that (ai) the Depositor, as of such Transfer Date, has restated each of the representations and warranties contained in Section 5(a) of the Sale Agreement, (bii) each of the conditions in Section 4.2 above has been satisfied, (ciii) each Subsequent Timeshare Loan is an Eligible Timeshare Loan as of the Transfer Date, and (d) each Subsequent Timeshare Loan satisfies the following criteria (measured by using the relevant data for each Timeshare Loan as of its related Cut-Off Date): (i) that such Subsequent Timeshare Loan was not selected by the Depositor in a manner that the Depositor, in its reasonable business judgment, believes to be materially adverse to the interests of the Noteholders, provided that it is acknowledged by the parties hereto that the certification in this clause (c)(i) is not intended and shall not be construed as a guaranty of the performance of such Subsequent Timeshare Loan and that such Subsequent Timeshare Loan may perform differently than other timeshare loans originated by the related Originator or other Affiliates of the Depositor, (ii) that after the purchase of all Subsequent Timeshare Loans, (A) the weighted average interest rate on all Subsequent Timeshare Loans must shall be greater than 15.2515.75%, (B) the weighted average months of age on all Timeshare Loans must shall be greater than 17 19 months, (C) the percentage of Timeshare Loans related to Units at the Bluegreen Club Resorts is shall not one percent (be 1%) % less than such percentage on the Closing Date, Date and (D) the percentage of Timeshare Loans related to a Resort as a percentage of all Timeshare Loans does not vary from such percentage on the Closing Date by more than 7% %, and (iv) with respect to each Subsequent Timeshare Loan being conveyed on such Transfer Date (a) such Subsequent Timeshare Loan is an Eligible Timeshare Loan as of the Transfer Date, (b) each Subsequent Timeshare Loan was not selected by the related Seller in a manner that such Seller, in its reasonable business judgment, believes to be materially adverse to the interests of the Noteholders; provided, that it is acknowledged by the parties hereto that the certification in this clause (b) is not intended and shall not be construed as a percentage guaranty of all the performance of such Subsequent Timeshare Loans, (iii) and that such Subsequent Timeshare Loans may perform differently than other timeshare loans originated by the related Originator or other Affiliates of the related Seller, (c) each Subsequent Timeshare Loan does not have a stated maturity later than July 2026March 2021, (ivd) the related Obligor has made at least one payment in respect of such Subsequent Timeshare Loan, Loan and (v) to the extent the related Obligor has a FICO® score, such Obligor does not have a FICO® score of 600 or below, (vie) the weighted average FICO® score of the Obligors of the all Subsequent Timeshare Loans must be greater than 706, (vii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores do not represent more than 2.50% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (viii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 625 do not represent more than 10.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (ix) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 650 do not represent more than 20.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (x) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 700 do not represent more than 50.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xi) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 750 do not represent more than 75.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xii) the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, and (xiii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.50% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans715.

Criteria for Subsequent Timeshare Loans. No Subsequent Timeshare Loan shall be accepted as part of the Trust Estate on any Transfer Date unless the Indenture Trustee shall have received a certification from the Depositor that (ai) the Depositor, as of such Transfer Date, has restated each of the representations and warranties contained in Section 5(a) of the Sale Agreement, (bii) each of the conditions in Section 4.2 above has been satisfied, (ciii) each Subsequent Timeshare Loan is an Eligible Timeshare Loan as of the Transfer Date, and (d) each Subsequent Timeshare Loan satisfies the following criteria (measured by using the relevant data for each Timeshare Loan as of its related Cut-Off Date): (i) that such Subsequent Timeshare Loan was not selected by the Depositor in a manner that the Depositor, in its reasonable business judgment, believes to be materially adverse to the interests of the Noteholders, provided that it is acknowledged by the parties hereto that the certification in this clause (c)(i) is not intended and shall not be construed as a guaranty of the performance of such Subsequent Timeshare Loan and that such Subsequent Timeshare Loan may perform differently than other timeshare loans originated by the related Originator or other Affiliates of the Depositor, (ii) that after the purchase of all Subsequent Timeshare Loans, (A) the weighted average interest rate on all Subsequent Timeshare Loans must shall be greater than 15.2514.75%, (B) the weighted average months of age on all Timeshare Loans must shall be greater than 17 3 months, (C) the percentage of Timeshare Loans related to Units at the Bluegreen Owned Resorts is shall not one percent (1%) be less than such percentage on the Closing Date, Date and (D) the percentage of Timeshare Loans related to a Resort as a percentage of all Timeshare Loans does not vary from such percentage on the Closing Date by more than 7% %, and (iv) with respect to each Subsequent Timeshare Loan being conveyed on such Transfer Date (a) such Subsequent Timeshare Loan is an Eligible Timeshare Loan as of the Transfer Date, (b) each Subsequent Timeshare Loan was not selected by the related Seller in a manner that such Seller, in its reasonable business judgment, believes to be materially adverse to the interests of the Noteholders; provided, that it is acknowledged by the parties hereto that the certification in this clause (b) is not intended and shall not be construed as a percentage guaranty of all the performance of such Subsequent Timeshare Loans, (iii) and that such Subsequent Timeshare Loans may perform differently than other timeshare loans originated by the related Originator or other Affiliates of the related Seller, (c) each Subsequent Timeshare Loan does not have a stated maturity later than July 2026December 2017, (ivd) the related Obligor has made at least one payment in respect of such Subsequent Timeshare Loan, and (ve) if such Subsequent Timeshare Loan is related to a Unit at Boyne Resort and originated prior to the extent Club Originator obtaining a license under the Michigan Mortgage Brokers, Lenders and Servicers Licensing Act, the related Timeshare Loan File contains evidence that the related Obligor has a FICO® score, such Obligor does not have a FICO® score of 600 or below, (vi) confirmed the weighted average FICO® score terms of the Obligors of the Subsequent Timeshare Loans must be greater than 706, (vii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores do not represent more than 2.50% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (viii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 625 do not represent more than 10.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (ix) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 650 do not represent more than 20.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (x) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 700 do not represent more than 50.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xi) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and FICO® scores between, and including, 601 to 750 do not represent more than 75.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, (xii) the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.0% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loans, and (xiii) the Obligors of the Subsequent Timeshare Loans with no FICO® scores and the Obligors of the Subsequent Timeshare Loans who are Foreign Obligors do not represent more than 2.50% of the aggregate Cut-Off Date Loan Balances of all Subsequent Timeshare Loansrelated Mortgage Note in a manner approved by local Michigan counsel.