Common use of Current Issuer Liquidity Reserve Fund Clause in Contracts

Current Issuer Liquidity Reserve Fund. 2.1 Prior to enforcement of the Current Issuer Security, the Current Issuer Liquidity Reserve Fund (if any is required to be established) shall only be applied on any Payment Date to: (a) increase that portion of Funding Available Revenue Receipts which are allocated to the Current Issuer to pay amounts due under the Current Issuer Intercompany Loan, but only to the extent necessary to fund the payment by the Current Issuer of interest and fees due on the relevant Payment Date in respect of the Class A Notes and/or the Class B Notes and/or the Class M Notes and to credit the Class A Principal Deficiency Sub Ledger; and (b) (provided that there are no Class A Notes outstanding) increase Funding Available Revenue Receipts which are allocated to the Current Issuer to pay interest and fees due on the Current Issuer Intercompany Loan. 2.2 Following enforcement of the Current Issuer Security, to the extent not applied on a Payment Date in accordance with 2.1 above, amounts standing to the credit of the Current Issuer Liquidity Reserve Ledger shall only be applied in making payments of principal due under the Current Issuer Intercompany Loan (but not in respect of any other Intercompany Loan of any other Issuer). APPENDIX 1 Amended and Restated Funding Priority of Payments Part I Funding Pre-Enforcement Revenue Priority of Payments Distribution of Funding Available Revenue Receipts prior to Enforcement of the Funding Security On each Payment Date or, in respect of amounts due to third parties by Funding under paragraph (B), when due, prior to enforcement of the Funding Security, the Cash Manager will, subject to the rules for application of Funding Available Revenue Receipts (set out below), apply Funding Available Revenue Receipts in the following order of priority (the "Funding Pre-Enforcement Revenue Priority of Payments"): (A) first, to pay amounts due to the Security Trustee (together with interest and (to the extent not already inclusive) VAT on those amounts) and to provide for any amounts due or to become due during the following Interest Period to the Security Trustee, under the Funding Deed of Charge or any other Transaction Document; (B) second, to pay amounts due to any third party creditors of Funding (other than those referred to later in this order of priority of payments or in the Funding Pre-enforcement Principal Priority of Payments) of which the Cash Manager has notice prior to the relevant Payment Date, which amounts have been incurred without breach by Funding of the Transaction Documents to which it is a party (and for which payment has not been provided for elsewhere) and to provide for any such amounts expected to become due and payable by Funding during the following Interest Period and to pay or discharge any liability of Funding for corporation tax on any chargeable income or gain of Funding; (C) third, towards payment of amounts due to the Cash Manager under the Cash Management Agreement (together with (to the extent not already inclusive) VAT on those amounts); (D) fourth, in no order of priority among them, but in proportion to the respective amounts due, towards payment of amounts, if any, due to the Account Bank under the terms of the Bank Account Agreement and to the Corporate Services Provider under the Corporate Services Agreement; (E) fifth, to pay, in no order of priority among them, but in proportion to the respective amounts due, to each Issuer an amount up to its Issuer Allocable Revenue Receipts in respect of interest and fees due on that Issuer's Intercompany Loan but not exceeding the aggregate amount of, and to be applied in the amounts and priorities set forth in, the Issuer Pre-Liquidity Payments for that Issuer. (F) sixth, to pay, in no order of priority among them, but in proportion to the respective amounts due, such amount for each Issuer up to its Issuer Allocable Revenue Receipts as is necessary to replenish the Issuer Liquidity Reserve Fund, if any, established in respect of that Issuer up to the Issuer Liquidity Reserve Required Amount (but only to the extent that monies have been drawn from the relevant Issuer Liquidity Reserve Fund to pay interest and fees due under the relevant Intercompany Loan and only to replenish the Issuer Liquidity Reserve Fund of an Issuer to the extent that there are Class A Notes issued by the such Issuer outstanding on such Payment Date); (G) seventh, to pay, in no order of priority among them, but in proportion to the respective amounts due, to each Issuer an amount up to its Issuer Allocable Revenue Receipts in respect of interest and fees due on that Issuer's Intercompany Loan but not exceeding the aggregate amount of, and to be applied in the amounts and priorities set forth in, the Issuer Post-Liquidity Payments for that Issuer;

Current Issuer Liquidity Reserve Fund. 2.1 Prior to enforcement of the Current Issuer Security, the Current Issuer Liquidity Reserve Fund (if any is required to be established) shall only be applied on any Payment Date to: (a) increase that portion of help meet any deficit in Funding Available Revenue Receipts which are allocated to the Current Issuer to pay amounts due under the Current Issuer Intercompany Loan, but only to the extent necessary to fund the payment by the Current Issuer of interest and fees due on the relevant Payment Date in respect of the Class A Notes and/or the Class B Notes and/or the Class M Notes and to credit the Class A Principal Deficiency Sub Ledger; and (b) (provided that there are no Class A Notes outstanding) increase help meet any deficit in Funding Available Revenue Receipts which are allocated to the Current Issuer to pay interest and fees due on the Current Issuer Intercompany Loan. 2.2 Following enforcement of the Current Issuer Security, to the extent not applied on a Payment Date in accordance with 2.1 above, amounts standing to the credit of the Current Issuer Liquidity Reserve Ledger shall only be applied in making payments of principal due under the Current Issuer Intercompany Loan (but not in respect of any other Intercompany Loan of any other Issuer). APPENDIX 1 Amended and Restated Funding Priority of Payments Part I Funding Pre-Enforcement Revenue Priority of Payments Distribution of Funding Available Revenue Receipts prior to Enforcement of the Funding Security On each Payment Date or, in respect of amounts due to third parties by Funding under paragraph (B), when due, prior to enforcement of the Funding Security, the Cash Manager will, subject to the rules for application of Funding Available Revenue Receipts (set out below), apply Funding Group 1 Available Revenue Receipts, Group 2 Available Revenue Receipts and amounts standing to the credit of the Funding Expense Sub-Ledger, as applicable, in the following order of priority (the "Funding Pre-Enforcement Revenue Priority of Payments"): (A) first, to pay amounts due to the Security Trustee (together with interest and (to the extent not already inclusive) VAT on those amounts) and to provide for any amounts due or to become due during the following Interest Period to the Security Trustee, under the Funding Deed of Charge or any other Transaction Document; (B) second, to pay amounts due to any third party creditors of Funding (other than those referred to later in this order of priority of payments or in the Funding Pre-enforcement Principal Priority of Payments) of which the Cash Manager has notice prior to the relevant Payment Date, which amounts have been incurred without breach by Funding of the Transaction Documents to which it is a party (and for which payment has not been provided for elsewhere) and to provide for any such amounts expected to become due and payable by Funding during the following Interest Period and to pay or discharge any liability of Funding for corporation tax on any chargeable income or gain of Funding; (C) third, towards payment of amounts due to the Cash Manager under the Cash Management Agreement (together with (to the extent not already inclusive) VAT on those amounts); (D) fourth, in no order of priority among them, but in proportion to the respective amounts due, towards payment of amounts, if any, due to the Account Bank under the terms of the Bank Account Agreement and to the Corporate Services Provider under the Corporate Services Agreement; (E) fifth, to pay, in no order of priority among them, but in proportion to the respective amounts due, to each Issuer an amount up to its Issuer Allocable Revenue Receipts in respect of interest and fees due on that Issuer's Intercompany Loan but not exceeding the aggregate amount of, and to be applied in the amounts and priorities set forth in, the Issuer Pre-Liquidity Payments for that Issuer.; (F) sixth, to pay, in no order of priority among them, but in proportion to the respective amounts due, such amount for each Issuer up to its Issuer Allocable Revenue Receipts as is necessary to replenish the Issuer Liquidity Reserve Fund, if any, established in respect of that Issuer up to the Issuer Liquidity Reserve Required Amount (but only to the extent that monies have been drawn from the relevant Issuer Liquidity Reserve Fund to pay interest and fees due under the relevant Intercompany Loan and only to replenish the Issuer Liquidity Reserve Fund of an Issuer to the extent that there are Class A Notes issued by the such Issuer outstanding on such Payment Date); (G) seventh, to pay, in no order of priority among them, but in proportion to the respective amounts due, to each Issuer an amount up to its Issuer Allocable Revenue Receipts in respect of interest and fees due on that Issuer's Intercompany Loan but not exceeding the aggregate amount of, and to be applied in the amounts and priorities set forth in, the Issuer Post-Liquidity Payments for that Issuer;

Current Issuer Liquidity Reserve Fund. 2.1 Prior to enforcement of the Current Issuer Security, the Current Issuer Liquidity Reserve Fund (if any is required to be established) shall only be applied on any Payment Date to: (a) increase that portion of Funding Available Revenue Receipts which are allocated to the Current Issuer to pay amounts due under the Current Issuer Intercompany Loan, but only to the extent necessary to fund the payment by the Current Issuer of interest and fees due on the relevant Payment Date in respect of the Class A Notes and/or the Class B Notes and/or the Class M Notes and to credit the Class A Principal Deficiency Sub Ledger; and (b) (provided that there are no Class A Notes outstanding) increase Funding Available Revenue Receipts which are allocated to the Current Issuer to pay interest and fees due on the Current Issuer Intercompany Loan. 2.2 Following enforcement of the Current Issuer Security, to the extent not applied on a Payment Date in accordance with 2.1 above, amounts standing to the credit of the Current Issuer Liquidity Reserve Ledger shall only be applied in making payments of principal due under the Current Issuer Intercompany Loan (but not in respect of any other Intercompany Loan of any other Issuer). . APPENDIX 1 Amended and Restated Funding Priority of Payments Part I Funding Pre-Enforcement Revenue Priority of Payments Distribution of Funding Available Revenue Receipts prior to Enforcement of the Funding Security On each Payment Date or, in respect of amounts due to third parties by Funding under paragraph (B), when due, prior to enforcement of the Funding Security, the Cash Manager will, subject to the rules for application of Funding Available Revenue Receipts (set out below), apply Funding Available Revenue Receipts in the following order of priority (the "Funding Pre-Enforcement Revenue Priority of Payments"): (A) first, to pay amounts due to the Security Trustee (together with interest and (to the extent not already inclusive) VAT on those amounts) and to provide for any amounts due or to become due during the following Interest Period to the Security Trustee, under the Funding Deed of Charge or any other Transaction Document; (B) second, to pay amounts due to any third party creditors of Funding (other than those referred to later in this order of priority of payments or in the Funding Pre-enforcement Principal Priority of Payments) of which the Cash Manager has notice prior to the relevant Payment Date, which amounts have been incurred without breach by Funding of the Transaction Documents to which it is a party (and for which payment has not been provided for elsewhere) and to provide for any such amounts expected to become due and payable by Funding during the following Interest Period and to pay or discharge any liability of Funding for corporation tax on any chargeable income or gain of Funding; (C) third, towards payment of amounts due to the Cash Manager under the Cash Management Agreement (together with (to the extent not already inclusive) VAT on those amounts); (D) fourth, in no order of priority among them, but in proportion to the respective amounts due, towards payment of amounts, if any, due to the Account Bank under the terms of the Bank Account Agreement and to the Corporate Services Provider under the Corporate Services Agreement; (E) fifth, to pay, in no order of priority among them, but in proportion to the respective amounts due, to each Issuer an amount up to its Issuer Allocable Revenue Receipts in respect of interest and fees due on that Issuer's Intercompany Loan but not exceeding the aggregate amount of, and to be applied in the amounts and priorities set forth in, the Issuer Pre-Liquidity Payments for that Issuer.; (F) sixth, to pay, in no order of priority among them, but in proportion to the respective amounts due, such amount for each Issuer up to its Issuer Allocable Revenue Receipts as is necessary to replenish the Issuer Liquidity Reserve Fund, if any, established in respect of that Issuer up to the Issuer Liquidity Reserve Required Amount (but only to the extent that monies have been drawn from the relevant Issuer Liquidity Reserve Fund to pay interest and fees due under the relevant Intercompany Loan and only to replenish the Issuer Liquidity Reserve Fund of an Issuer to the extent that there are Class A Notes issued by the such Issuer outstanding on such Payment Date); (G) seventh, to pay, in no order of priority among them, but in proportion to the respective amounts due, to each Issuer an amount up to its Issuer Allocable Revenue Receipts in respect of interest and fees due on that Issuer's Intercompany Loan but not exceeding the aggregate amount of, and to be applied in the amounts and priorities set forth in, the Issuer Post-Liquidity Payments for that Issuer;

Current Issuer Liquidity Reserve Fund. 2.1 Prior to enforcement of the Current Issuer Security, the Current Issuer Liquidity Reserve Fund (if any is required to be established) shall only be applied on any Payment Date to: (a) increase that portion of Funding Available Revenue Receipts which are allocated to the Current Issuer to pay amounts due under the Current Issuer Intercompany Loan, but only to the extent necessary to fund the payment by the Current Issuer of interest and fees due on the relevant Payment Date in respect of the Class A Notes and/or the Class B Notes and/or the Class M Notes and to credit the Class A Principal Deficiency Sub Ledger; and (b) (provided that there are no Class A Notes outstanding) increase Funding Available Revenue Receipts which are allocated to the Current Issuer to pay interest and fees due on the Current Issuer Intercompany Loan. 2.2 Following enforcement of the Current Issuer Security, to the extent not applied on a Payment Date in accordance with 2.1 above, amounts standing to the credit of the Current Issuer Liquidity Reserve Ledger shall only be applied in making payments of principal due under the Current Issuer Intercompany Loan (but not in respect of any other Intercompany Loan of any other Issuer). APPENDIX 1 Amended and Restated Funding Priority of Payments Part I Funding Pre-Enforcement Revenue Priority of Payments Distribution of Funding Available Revenue Receipts prior to Enforcement of the Funding Security On each Payment Date or, in respect of amounts due to third parties by Funding under paragraph (B), when due, prior to enforcement of the Funding Security, the Cash Manager will, subject to the rules for application of Funding Available Revenue Receipts (set out below), apply Funding Group 1 Available Revenue Receipts, Group 2 Available Revenue Receipts and amounts standing to the credit of the Funding Expense Sub-Ledger, as applicable, in the following order of priority (the "Funding Pre-Enforcement Revenue Priority of Payments"): (A) first, to pay amounts due to the Security Trustee (together with interest and (to the extent not already inclusive) VAT on those amounts) and to provide for any amounts due or to become due during the following Interest Period to the Security Trustee, under the Funding Deed of Charge or any other Transaction Document; (B) second, to pay amounts due to any third party creditors of Funding (other than those referred to later in this order of priority of payments or in the Funding Pre-enforcement Principal Priority of Payments) of which the Cash Manager has notice prior to the relevant Payment Date, which amounts have been incurred without breach by Funding of the Transaction Documents to which it is a party (and for which payment has not been provided for elsewhere) and to provide for any such amounts expected to become due and payable by Funding during the following Interest Period and to pay or discharge any liability of Funding for corporation tax on any chargeable income or gain of Funding; (C) third, towards payment of amounts due to the Cash Manager under the Cash Management Agreement (together with (to the extent not already inclusive) VAT on those amounts); (D) fourth, in no order of priority among them, but in proportion to the respective amounts due, towards payment of amounts, if any, due to the Account Bank under the terms of the Bank Account Agreement and to the Corporate Services Provider under the Corporate Services Agreement; (E) fifth, to pay, in no order of priority among them, but in proportion to the respective amounts due, to each Issuer an amount up to its Issuer Allocable Revenue Receipts in respect of interest and fees due on that Issuer's Intercompany Loan but not exceeding the aggregate amount of, and to be applied in the amounts and priorities set forth in, the Issuer Pre-Liquidity Payments for that Issuer.; (F) sixth, to pay, in no order of priority among them, but in proportion to the respective amounts due, such amount for each Issuer up to its Issuer Allocable Revenue Receipts as is necessary to replenish the Issuer Liquidity Reserve Fund, if any, established in respect of that Issuer up to the Issuer Liquidity Reserve Required Amount (but only to the extent that monies have been drawn from the relevant Issuer Liquidity Reserve Fund to pay interest and fees due under the relevant Intercompany Loan and only to replenish the Issuer Liquidity Reserve Fund of an Issuer to the extent that there are Class A Notes issued by the such Issuer outstanding on such Payment Date); (G) seventh, to pay, in no order of priority among them, but in proportion to the respective amounts due, to each Issuer an amount up to its Issuer Allocable Revenue Receipts in respect of interest and fees due on that Issuer's Intercompany Loan but not exceeding the aggregate amount of, and to be applied in the amounts and priorities set forth in, the Issuer Post-Liquidity Payments for that Issuer;

Current Issuer Liquidity Reserve Fund. 2.1 Prior to enforcement of the Current Issuer Security, the Current Issuer Liquidity Reserve Fund (if any is required to be established) shall only be applied on any Payment Date to: (a) increase that portion of help meet any deficit in Funding Available Revenue Receipts which are allocated to the Current Issuer to pay amounts due under the Current Issuer Intercompany Loan, but only to the extent necessary to fund the payment by the Current Issuer of interest and fees due on the relevant Payment Date in respect of the Class A Notes and/or the Class B Notes and/or the Class M Notes and to credit the Class A Principal Deficiency Sub Ledger; and (b) (provided that there are no Class A Notes outstanding) increase help meet any deficit in Funding Available Revenue Receipts which are allocated to the Current Issuer to pay interest and fees due on the Current Issuer Intercompany Loan. 2.2 Following enforcement of the Current Issuer Security, to the extent not applied on a Payment Date in accordance with 2.1 above, amounts standing to the credit of the Current Issuer Liquidity Reserve Ledger shall only be applied in making payments of principal due under the Current Issuer Intercompany Loan (but not in respect of any other Intercompany Loan of any other Issuer). APPENDIX 1 Amended and Restated Funding Priority of Payments Part I Funding Pre-Enforcement Revenue Priority of Payments Distribution of Funding Available Revenue Receipts prior to Enforcement of the Funding Security On each Payment Date or, in respect of amounts due to third parties by Funding under paragraph (B), when due, prior to enforcement of the Funding Security, the Cash Manager will, subject to the rules for application of Funding Available Revenue Receipts (set out below), apply Funding Group 1 Available Revenue Receipts, Group 2 Available Revenue Receipts and amounts standing to the credit of the Funding Expense Sub-Ledger, as applicable, in the following order of priority (the "Funding Pre-Enforcement Revenue Priority of Payments"): (A) first, to pay amounts due to the Security Trustee (together with interest and (to the extent not already inclusive) VAT on those amounts) and to provide for any amounts due or to become due during the following Interest Period to the Security Trustee, under the Funding Deed of Charge or any other Transaction Document; (B) second, to pay amounts due to any third party creditors of Funding (other than those referred to later in this order of priority of payments or in the Funding Pre-enforcement Principal Priority of Payments) of which the Cash Manager has notice prior to the relevant Payment Date, which amounts have been incurred without breach by Funding of the Transaction Documents to which it is a party (and for which payment has not been provided for elsewhere) and to provide for any such amounts expected to become due and payable by Funding during the following Interest Period and to pay or discharge any liability of Funding for corporation tax on any chargeable income or gain of Funding; (C) third, towards payment of amounts due to the Cash Manager under the Cash Management Agreement (together with (to the extent not already inclusive) VAT on those amounts); (D) fourth, in no order of priority among them, but in proportion to the respective amounts due, towards payment of amounts, if any, due to (i) the Account Bank under the terms of the Bank Account Agreement (ii) to the Stand-by Account Bank under the terms of the Stand-by Bank Account Agreement and (iii) to the Corporate Services Provider under the terms of the Corporate Services Agreement; (E) fifth, to pay, in no order of priority among them, but in proportion to the respective amounts due, to each Issuer an amount up to its Issuer Allocable Revenue Receipts in respect of interest and fees due on that Issuer's Intercompany Loan but not exceeding the aggregate amount of, and to be applied in the amounts and priorities set forth in, the Issuer Pre-Liquidity Payments for that Issuer.; (F) sixth, to pay, in no order of priority among them, but in proportion to the respective amounts due, such amount for each Issuer up to its Issuer Allocable Revenue Receipts as is necessary to replenish the Issuer Liquidity Reserve Fund, if any, established in respect of that Issuer up to the Issuer Liquidity Reserve Required Amount (but only to the extent that monies have been drawn from the relevant Issuer Liquidity Reserve Fund to pay interest and fees due under the relevant Intercompany Loan and only to replenish the Issuer Liquidity Reserve Fund of an Issuer to the extent that there are Class A Notes issued by the such Issuer outstanding on such Payment Date); (G) seventh, to pay, in no order of priority among them, but in proportion to the respective amounts due, to each Issuer an amount up to its Issuer Allocable Revenue Receipts in respect of interest and fees due on that Issuer's Intercompany Loan but not exceeding the aggregate amount of, and to be applied in the amounts and priorities set forth in, the Issuer Post-Liquidity Payments for that Issuer; (H) eighth, to pay, in no order of priority among them, such amount for each Issuer up to its Issuer Allocable Revenue Receipts as is necessary to fund the Issuer Reserve Fund established in respect of that Issuer up to the Issuer Reserve Required Amount or to replenish such Issuer Reserve Fund up to the related Issuer Reserve Required Amount (to the extent that monies have been drawn from such Issuer Reserve Fund to pay interest and fees under the relevant Intercompany Loan) or if an Arrears or Step-Up Trigger Event has occurred, to credit the Issuer Reserve Ledger with the applicable Issuer Reserve Additional Amount; (I) ninth, to pay in no order of priority among them, to each Issuer an amount up to its Issuer Allocable Revenue Receipts in respect of interest, principal (in the case of the Special Repayment Notes) and fees due on that Issuer's Intercompany Loan but not exceeding the aggregate amount of, and to be applied in the amounts and priorities set forth in, the Issuer Pre-Reserve Payments for that Issuer;

Current Issuer Liquidity Reserve Fund. 2.1 Prior to enforcement of the Current Issuer Security, the Current Issuer Liquidity Reserve Fund (if any is required to be established) shall only be applied on any Payment Date to: (a) increase that portion of Funding Available Revenue Receipts which are allocated to the Current Issuer to pay amounts due under the Current Issuer Intercompany Loan, but only to the extent necessary to fund the payment by the Current Issuer of interest and fees due on the relevant Payment Date in respect of the Class A Notes and/or the Class B Notes and/or the Class M Notes and to credit the Class A Principal Deficiency Sub Ledger; and (b) (provided that there are no Class A Notes outstanding) increase Funding Available Revenue Receipts which are allocated to the Current Issuer to pay interest and fees due on the Current Issuer Intercompany Loan. 2.2 Following enforcement of the Current Issuer Security, to the extent not applied on a Payment Date in accordance with 2.1 above, amounts standing to the credit of the Current Issuer Liquidity Reserve Ledger shall only be applied in making payments of principal due under the Current Issuer Intercompany Loan (but not in respect of any other Intercompany Loan of any other Issuer). APPENDIX 1 Amended and Restated Funding Priority of Payments Part AMENDED AND RESTATED FUNDING PRIORITY OF PAYMENTS PART I Funding PreFUNDING PRE-Enforcement Revenue Priority of Payments Distribution of Funding Available Revenue Receipts prior to Enforcement of the Funding Security ENFORCEMENT REVENUE PRIORITY OF PAYMENTS DISTRIBUTION OF FUNDING AVAILABLE REVENUE RECEIPTS PRIOR TO ENFORCEMENT OF THE FUNDING SECURITY On each Payment Date or, in respect of amounts due to third parties by Funding under paragraph (B), when due, prior to enforcement of the Funding Security, the Cash Manager will, subject to the rules for application of Funding Available Revenue Receipts (set out below), apply Funding Available Revenue Receipts in the following order of priority (the "Funding PreFUNDING PRE-Enforcement Revenue Priority of PaymentsENFORCEMENT REVENUE PRIORITY OF PAYMENTS"): (A) first, to pay amounts due to the Security Trustee (together with interest and (to the extent not already inclusive) VAT on those amounts) and to provide for any amounts due or to become due during the following Interest Period to the Security Trustee, under the Funding Deed of Charge or any other Transaction Document; (B) second, to pay amounts due to any third party creditors of Funding (other than those referred to later in this order of priority of payments or in the Funding Pre-enforcement Principal Priority of Payments) of which the Cash Manager has notice prior to the relevant Payment Date, which amounts have been incurred without breach by Funding of the Transaction Documents to which it is a party (and for which payment has not been provided for elsewhere) and to provide for any such amounts expected to become due and payable by Funding during the following Interest Period and to pay or discharge any liability of Funding for corporation tax on any chargeable income or gain of Funding; (C) third, towards payment of amounts due to the Cash Manager under the Cash Management Agreement (together with (to the extent not already inclusive) VAT on those amounts); (D) fourth, in no order of priority among between them, but in proportion to the respective amounts due, towards payment of amounts, if any, due to the Account Bank under the terms of the Bank Account Agreement and to the Corporate Services Provider under the Corporate Services Agreement; (E) fifth, to pay, in no order of priority among between them, but in proportion to the respective amounts due, to each Issuer an amount up to its Issuer Allocable Revenue Receipts in respect of interest and fees due on that Issuer's Intercompany Loan but not exceeding the aggregate amount of, and to be applied in the amounts and priorities set forth in, the Issuer Pre-Liquidity Payments for that Issuer. (F) sixth, to pay, in no order of priority among between them, but in proportion to the respective amounts due, such amount for each Issuer up to its Issuer Allocable Revenue Receipts as is necessary to replenish the Issuer Liquidity Reserve Fund, if any, established in respect of that Issuer up to the Issuer Liquidity Reserve Required Amount (but only to the extent that monies have been drawn from the relevant Issuer Liquidity Reserve Fund to pay interest and fees due under the relevant Intercompany Loan and only to replenish the Issuer Liquidity Reserve Fund of an Issuer to the extent that there are Class A Notes issued by the such Issuer outstanding on such Payment Date); (G) seventh, to pay, in no order of priority among between them, but in proportion to the respective amounts due, to each Issuer an amount up to its Issuer Allocable Revenue Receipts in respect of interest and fees due on that Issuer's Intercompany Loan but not exceeding the aggregate amount of, and to be applied in the amounts and priorities set forth in, the Issuer Post-Liquidity Payments for that Issuer;

Current Issuer Liquidity Reserve Fund. 2.1 Prior to enforcement of the Current Issuer Security, the Current Issuer Liquidity Reserve Fund (if any is required to be established) shall only be applied on any Payment Date to: (a) increase that portion of Funding Available Revenue Receipts which are allocated to the Current Issuer to pay amounts due under the Current Issuer Intercompany Loan, but only to the extent necessary to fund the payment by the Current Issuer of interest and fees due on the relevant Payment Date in respect of the Class A Notes and/or the Class B Notes and/or the Class M Notes and to credit the Class A Principal Deficiency Sub Ledger; and (b) (provided that there are no Class A Notes outstanding) increase Funding Available Revenue Receipts which are allocated to the Current Issuer to pay interest and fees due on the Current Issuer Intercompany Loan. 2.2 Following enforcement of the Current Issuer Security, to the extent not applied on a Payment Date in accordance with 2.1 above, amounts standing to the credit of the Current Issuer Liquidity Reserve Ledger shall only be applied in making payments of principal due under the Current Issuer Intercompany Loan (but not in respect of any other Intercompany Loan of any other Issuer). APPENDIX 1 Amended and Restated Funding Priority of Payments Part AMENDED AND RESTATED FUNDING PRIORITY OF PAYMENTS PART I Funding PreFUNDING PRE-Enforcement Revenue Priority of Payments Distribution of Funding Available Revenue Receipts prior to Enforcement of the Funding Security ENFORCEMENT REVENUE PRIORITY OF PAYMENTS DISTRIBUTION OF FUNDING AVAILABLE REVENUE RECEIPTS PRIOR TO ENFORCEMENT OF THE FUNDING SECURITY On each Payment Date or, in respect of amounts due to third parties by Funding under paragraph (B), when due, prior to enforcement of the Funding Security, the Cash Manager will, subject to the rules for application of Funding Available Revenue Receipts (set out below), apply Funding Available Revenue Receipts in the following order of priority (the "Funding PreFUNDING PRE-Enforcement Revenue Priority of PaymentsENFORCEMENT REVENUE PRIORITY OF PAYMENTS"): (A) first, to pay amounts due to the Security Trustee (together with interest and (to the extent not already inclusive) VAT on those amounts) and to provide for any amounts due or to become due during the following Interest Period to the Security Trustee, under the Funding Deed of Charge or any other Transaction Document; (B) second, to pay amounts due to any third party creditors of Funding (other than those referred to later in this order of priority of payments or in the Funding Pre-enforcement Principal Priority of Payments) of which the Cash Manager has notice prior to the relevant Payment Date, which amounts have been incurred without breach by Funding of the Transaction Documents to which it is a party (and for which payment has not been provided for elsewhere) and to provide for any such amounts expected to become due and payable by Funding during the following Interest Period and to pay or discharge any liability of Funding for corporation tax on any chargeable income or gain of Funding; (C) third, towards payment of amounts due to the Cash Manager under the Cash Management Agreement (together with (to the extent not already inclusive) VAT on those amounts); (D) fourth, in no order of priority among between them, but in proportion to the respective amounts due, towards payment of amounts, if any, due to the Account Bank under the terms of the Bank Account Agreement and to the Corporate Services Provider under the Corporate Services Agreement; (E) fifth, to pay, in no order of priority among between them, but in proportion to the respective amounts due, to each Issuer an amount up to its Issuer Allocable Revenue Receipts in respect of interest and fees due on that Issuer's Intercompany Loan but not exceeding the aggregate amount of, and to be applied in the amounts and priorities set forth in, the Issuer Pre-Liquidity Payments for that Issuer. (F) sixth, to pay, in no order of priority among them, but in proportion to the respective amounts due, such amount for each Issuer up to its Issuer Allocable Revenue Receipts as is necessary to replenish the Issuer Liquidity Reserve Fund, if any, established in respect of that Issuer up to the Issuer Liquidity Reserve Required Amount (but only to the extent that monies have been drawn from the relevant Issuer Liquidity Reserve Fund to pay interest and fees due under the relevant Intercompany Loan and only to replenish the Issuer Liquidity Reserve Fund of an Issuer to the extent that there are Class A Notes issued by the such Issuer outstanding on such Payment Date); (G) seventh, to pay, in no order of priority among them, but in proportion to the respective amounts due, to each Issuer an amount up to its Issuer Allocable Revenue Receipts in respect of interest and fees due on that Issuer's Intercompany Loan but not exceeding the aggregate amount of, and to be applied in the amounts and priorities set forth in, the Issuer Post-Liquidity Payments for that Issuer;Allocable

Current Issuer Liquidity Reserve Fund. 2.1 Prior to enforcement of the Current Issuer Security, the Current Issuer Liquidity Reserve Fund (if any is required to be established) shall only be applied on any Payment Date to: (a) increase that portion of help meet any deficit in Funding Available Revenue Receipts which are allocated to the Current Issuer to pay amounts due under the Current Issuer Intercompany Loan, but only to the extent necessary to fund the payment by the Current Issuer of interest and fees due on the relevant Payment Date in respect of the Class A Notes and/or the Class B Notes and/or the Class M Notes and to credit the Class A Principal Deficiency Sub Ledger; and (b) (provided that there are no Class A Notes outstanding) increase help meet any deficit in Funding Available Revenue Receipts which are allocated to the Current Issuer to pay interest and fees due on the Current Issuer Intercompany Loan. PROVIDED THAT, as set forth in Rule (3) of the Rules for application of Funding Available Revenue Receipts, on the Payment Date following the repayment in full of the Current Issuer Intercompany Loan and provided that Funding has no further liability under the Intercompany Loan Agreement for the Current Issuer, subject to any limits or conditions on the purposes for which the Current Issuer Liquidity Reserve Fund may be utilized as set out in the Funding Deed of Charge, any remaining amounts standing to the credit of the Current Issuer Liquidity Reserve Ledger, if any, will constitute additional Funding Available Revenue Receipts for the purpose of items (N) through (Q) of the Funding Pre-Enforcement Priority of Payments and may be utilised by Funding in paying any other liability of Funding (including, without limitation, payment of interest and principal amounts due to the Current Issuer Start-up Loan Provider under the relevant Current Issuer Start-up Loan Agreement and payment of any Deferred Contribution due to the Mortgages Trustee under the Mortgages Trust Deed), in each case subject to and in accordance with the relevant Funding Priority of Payments. 2.2 Following enforcement of the Current Issuer Security, to the extent not applied on a Payment Date in accordance with 2.1 above, amounts standing to the credit of the Current Issuer Liquidity Reserve Ledger shall only be applied in making payments of principal due under the Current Issuer Intercompany Loan (but not in respect of any other Intercompany Loan of any other Issuer). APPENDIX 1 Amended and Restated Funding Priority of Payments Part I Funding Pre-Enforcement Revenue Priority of Payments Distribution of Funding Available Revenue Receipts prior to Enforcement of the Funding Security On each Payment Date or, in respect of amounts due to third parties by Funding under paragraph (B), when due, prior to enforcement of the Funding Security, the Cash Manager will, subject to the rules for application of Funding Available Revenue Receipts (set out below), apply Funding Group 1 Available Revenue Receipts, Group 2 Available Revenue Receipts and amounts standing to the credit of the Funding Expense Sub-Ledger, as applicable, in the following order of priority (the "Funding Pre-Enforcement Revenue Priority of Payments"): (A) first, to pay amounts due to the Security Trustee (together with interest and (to the extent not already inclusive) VAT on those amounts) and to provide for any amounts due or to become due during the following Interest Period to the Security Trustee, under the Funding Deed of Charge or any other Transaction Document; (B) second, to pay amounts due to any third party creditors of Funding (other than those referred to later in this order of priority of payments or in the Funding Pre-enforcement Principal Priority of Payments) of which the Cash Manager has notice prior to the relevant Payment Date, which amounts have been incurred without breach by Funding of the Transaction Documents to which it is a party (and for which payment has not been provided for elsewhere) and to provide for any such amounts expected to become due and payable by Funding during the following Interest Period and to pay or discharge any liability of Funding for corporation tax on any chargeable income or gain of Funding; (C) third, towards payment of amounts due to the Cash Manager under the Cash Management Agreement (together with (to the extent not already inclusive) VAT on those amounts); (D) fourth, in no order of priority among them, but in proportion to the respective amounts due, towards payment of amounts, if any, due to (i) the Account Bank under the terms of the Bank Account Agreement (ii) to the Stand-by Account Bank under the terms of the Stand-by Bank Account Agreement and (iii) to the Corporate Services Provider under the terms of the Corporate Services Agreement; (E) fifth, to pay, in no order of priority among them, but in proportion to the respective amounts due, to each Issuer an amount up to its Issuer Allocable Revenue Receipts in respect of interest and fees due on that Issuer's Intercompany Loan but not exceeding the aggregate amount of, and to be applied in the amounts and priorities set forth in, the Issuer Pre-Liquidity Payments for that Issuer.; (F) sixth, to pay, in no order of priority among them, but in proportion to the respective amounts due, such amount for each Issuer up to its Issuer Allocable Revenue Receipts as is necessary to replenish the Issuer Liquidity Reserve Fund, if any, established in respect of that Issuer up to the Issuer Liquidity Reserve Required Amount (but only to the extent that monies have been drawn from the relevant Issuer Liquidity Reserve Fund to pay interest and fees due under the relevant Intercompany Loan and only to replenish the Issuer Liquidity Reserve Fund of an Issuer to the extent that there are Class A Notes issued by the such Issuer outstanding on such Payment Date); (G) seventh, to pay, in no order of priority among them, but in proportion to the respective amounts due, to each Issuer an amount up to its Issuer Allocable Revenue Receipts in respect of interest and fees due on that Issuer's Intercompany Loan but not exceeding the aggregate amount of, and to be applied in the amounts and priorities set forth in, the Issuer Post-Liquidity Payments for that Issuer; (H) eighth, to pay, in no order of priority among them, such amount for each Issuer up to its Issuer Allocable Revenue Receipts as is necessary to fund the Issuer Reserve Fund established in respect of that Issuer up to the Issuer Reserve Required Amount or to replenish such Issuer Reserve Fund up to the related Issuer Reserve Required Amount (to the extent that monies have been drawn from such Issuer Reserve Fund to pay interest and fees under the relevant Intercompany Loan) or if an Arrears or Step-Up Trigger Event has occurred, to credit the Issuer Reserve Fund Ledger with the applicable Issuer Reserve Additional Amount;

Current Issuer Liquidity Reserve Fund. 2.1 Prior to enforcement of the Current Issuer Security, the Current Issuer Liquidity Reserve Fund (if any is required to be established) shall only be applied on any Payment Date to: (a) increase that portion of Funding Available Revenue Receipts which are allocated to the Current Issuer to pay amounts due under the Current Issuer Intercompany Loan, but only to the extent necessary to fund the payment by the Current Issuer of interest and fees due on the relevant Payment Date in respect of the Class A Notes and/or the Class B Notes and/or the Class M Notes and to credit the Class A Principal Deficiency Sub Ledger; and (b) (provided that there are no Class A Notes outstanding) increase Funding Available Revenue Receipts which are allocated to the Current Issuer to pay interest and fees due on the Current Issuer Intercompany Loan. 2.2 Following enforcement of the Current Issuer Security, to the extent not applied on a Payment Date in accordance with 2.1 above, amounts standing to the credit of the Current Issuer Liquidity Reserve Ledger shall only be applied in making payments of principal due under the Current Issuer Intercompany Loan (but not in respect of any other Intercompany Loan of any other Issuer). APPENDIX 1 Amended and Restated Funding Priority of Payments Part I Funding Pre-Enforcement Revenue Priority of Payments Distribution of Funding Available Revenue Receipts prior Amounts standing to Enforcement the credit of the Funding Security Issuer Liquidity Reserve Ledger may not be applied in making payments of principal due under the Current Issuer Intercompany Loan in order to fund payments of principal due on the Class D Notes. [APPENDIX AMENDED AND RESTATED FUNDING PRIORITY OF PAYMENTS] PART I FUNDING PRE-ENFORCEMENT REVENUE PRIORITY OF PAYMENTS DISTRIBUTION OF FUNDING AVAILABLE REVENUE RECEIPTS PRIOR TO ENFORCEMENT OF THE FUNDING SECURITY On each Payment Date or, in respect of amounts due to third parties by Funding under paragraph (B), when due, prior to enforcement of the Funding Security, the Cash Manager will, subject to the rules for application of Funding Available Revenue Receipts (set out below), apply Funding Available Revenue Receipts in the following order of priority (the "Funding PreFUNDING PRE-Enforcement Revenue Priority of PaymentsENFORCEMENT REVENUE PRIORITY OF PAYMENTS"): (A) first, to pay amounts due to the Security Trustee (together with interest and (to the extent not already inclusive) VAT on those amounts) and to provide for any amounts due or to become due during the following Interest Period to the Security Trustee, under the Funding Deed of Charge or any other Transaction Document; (B) second, to pay amounts due to any third party creditors of Funding (other than those referred to later in this order of priority of payments or in the Funding Pre-enforcement Principal Priority of Payments) of which the Cash Manager has notice prior to the relevant Payment Date, which amounts have been incurred without breach by Funding of the Transaction Documents to which it is a party (and for which payment has not been provided for elsewhere) and to provide for any such amounts expected to become due and payable by Funding during the following Interest Period and to pay or discharge any liability of Funding for corporation tax on any chargeable income or gain of Funding; (C) third, towards payment of amounts due to the Cash Manager under the Cash Management Agreement (together with (to the extent not already inclusive) VAT on those amounts); (D) fourth, in no order of priority among between them, but in proportion to the respective amounts due, towards payment of amounts, if any, due to the Account Bank under the terms of the Bank Account Agreement and to the Corporate Services Provider under the Corporate Services Agreement; (E) fifth, to pay, in no order of priority among between them, but in proportion to the respective amounts due, to each Issuer an amount up to its Issuer Allocable Revenue Receipts in respect of interest and fees due on that Issuer's Intercompany Loan but not exceeding the aggregate amount of, and to be applied in the amounts and priorities set forth in, the Issuer Pre-Liquidity Payments for that Issuer. (F) sixth, to pay, in no order of priority among between them, but in proportion to the respective amounts due, such amount for each Issuer up to its Issuer Allocable Revenue Receipts as is necessary to replenish the Issuer Liquidity Reserve Fund, if any, established in respect of that Issuer up to the Issuer Liquidity Reserve Required Amount (but only to the extent that monies have been drawn from the relevant such Issuer Liquidity Reserve Fund to pay interest and fees due under the relevant Intercompany Loan and only to replenish the Issuer Liquidity Reserve Fund of an Issuer to the extent that there are Class A Notes issued by the such Issuer outstanding on such Payment DateLoan); (G) seventh, to pay, in no order of priority among between them, but in proportion to the respective amounts due, to each Issuer an amount up to its Issuer Allocable Revenue Receipts in respect of interest and fees due on that Issuer's Intercompany Loan but not exceeding the aggregate amount of, and to be applied in the amounts and priorities set forth in, the Issuer Post-Liquidity Payments for that Issuer;

Current Issuer Liquidity Reserve Fund. 2.1 Prior to enforcement of the Current Issuer Security, the Current Issuer Liquidity Reserve Fund (if any is required to be established) shall only be applied on any Payment Date to: (a) increase that portion of help meet any deficit in Funding Available Revenue Receipts which are allocated to the Current Issuer to pay amounts due under the Current Issuer Intercompany Loan, but only to the extent necessary to fund the payment by the Current Issuer of interest and fees due on the relevant Interest Payment Date in respect of the Class A Notes and/or the Class B Notes and/or the Class M Notes and to credit the Class A Principal Deficiency Sub Ledger; and; (b) (provided that there are no Class A Notes outstanding) increase help meet any deficit in Funding Available Revenue Receipts which are allocated to the Current Issuer to pay interest and fees due on the Current Issuer Intercompany Loan; and (c) help meet any deficit in Funding Available Principal Receipts which are allocated to the Current Issuer to pay all principal due on the Final Maturity Date of the Series 1 Class A1 Notes. 2.2 Following enforcement of the Current Issuer Security, to the extent not applied on a Payment Date in accordance with 2.1 above, amounts standing to the credit of the Current Issuer Liquidity Reserve Ledger shall only be applied in making payments of principal due under the Current Issuer Intercompany Loan (but not in respect of any other Intercompany Loan of any other Issuer). APPENDIX 1 Amended and Restated Funding Priority of Payments Part I Funding Pre-Enforcement Revenue Priority of Payments Distribution of Funding Available Revenue Receipts prior to Enforcement of the Funding Security On each Payment Date or, in respect of amounts due to third parties by Funding under paragraph (B), when due, prior to enforcement of the Funding Security, the Cash Manager will, subject to the rules for application of Funding Available Revenue Receipts (set out below), apply Funding Group 1 Available Revenue Receipts, Group 2 Available Revenue Receipts and amounts standing to the credit of the Funding Expense Sub-Ledger, as applicable, in the following order of priority (the "Funding Pre-Enforcement Revenue Priority of Payments"): (A) first, to pay amounts due to the Security Trustee (together with interest and (to the extent not already inclusive) VAT on those amounts) and to provide for any amounts due or to become due during the following Interest Period to the Security Trustee, under the Funding Deed of Charge or any other Transaction Document; (B) second, to pay amounts due to any third party creditors of Funding (other than those referred to later in this order of priority of payments or in the Funding Pre-enforcement Principal Priority of Payments) of which the Cash Manager has notice prior to the relevant Payment Date, which amounts have been incurred without breach by Funding of the Transaction Documents to which it is a party (and for which payment has not been provided for elsewhere) and to provide for any such amounts expected to become due and payable by Funding during the following Interest Period and to pay or discharge any liability of Funding for corporation tax on any chargeable income or gain of Funding; (C) third, towards payment of amounts due to the Cash Manager under the Cash Management Agreement (together with (to the extent not already inclusive) VAT on those amounts); (D) fourth, in no order of priority among them, but in proportion to the respective amounts due, towards payment of amounts, if any, due to the Account Bank under the terms of the Bank Account Agreement and to the Corporate Services Provider under the Corporate Services Agreement; (E) fifth, to pay, in no order of priority among them, but in proportion to the respective amounts due, to each Issuer an amount up to its Issuer Allocable Revenue Receipts in respect of interest and fees due on that Issuer's Intercompany Loan but not exceeding the aggregate amount of, and to be applied in the amounts and priorities set forth in, the Issuer Pre-Liquidity Payments for that Issuer.; (F) sixth, to pay, in no order of priority among them, but in proportion to the respective amounts due, such amount for each Issuer up to its Issuer Allocable Revenue Receipts as is necessary to replenish the Issuer Liquidity Reserve Fund, if any, established in respect of that Issuer up to the Issuer Liquidity Reserve Required Amount (but only to the extent that monies have been drawn from the relevant Issuer Liquidity Reserve Fund to pay interest and fees due under the relevant Intercompany Loan and only to replenish the Issuer Liquidity Reserve Fund of an Issuer to the extent that there are Class A Notes issued by the such Issuer outstanding on such Payment Date); (G) seventh, to pay, in no order of priority among them, but in proportion to the respective amounts due, to each Issuer an amount up to its Issuer Allocable Revenue Receipts in respect of interest and fees due on that Issuer's Intercompany Loan but not exceeding the aggregate amount of, and to be applied in the amounts and priorities set forth in, the Issuer Post-Liquidity Payments for that Issuer;

Current Issuer Liquidity Reserve Fund. 2.1 Prior to enforcement of the Current Issuer Security, the Current Issuer Liquidity Reserve Fund (if any is required to be established) shall only be applied on any Payment Date to: (a) increase that portion of help meet any deficit in Funding Available Revenue Receipts which are allocated to the Current Issuer to pay amounts due under the Current Issuer Intercompany Loan, but only to the extent necessary to fund the payment by the Current Issuer of interest and fees due on the relevant Payment Date in respect of the Class A Notes and/or the Class B Notes and/or the Class M Notes and to credit the Class A Principal Deficiency Sub Ledger; and (b) (provided that there are no Class A Notes outstanding) increase help meet any deficit in Funding Available Revenue Receipts which are allocated to the Current Issuer to pay interest and fees due on the Current Issuer Intercompany Loan; PROVIDED THAT, as set forth in Rule (3) of the Rules for application of Funding Available Revenue Receipts, on the Payment Date following the repayment in full of the Current Issuer Intercompany Loan and provided that Funding has no further liability under the Intercompany Loan Agreement for the Current Issuer, subject to any limits or conditions on the purposes for which the Current Issuer Liquidity Reserve Fund may be utilised as set out in the Funding Deed of Charge, any remaining amounts standing to the credit of the Current Issuer Liquidity Reserve Ledger, if any, will constitute additional Funding Available Revenue Receipts for the purpose of items (N) through (Q) of the Funding Pre-Enforcement Revenue Priority of Payments and may be utilised by Funding in paying any other liability of Funding (including, without limitation, payment of interest and principal amounts due to the Current Issuer Start-up Loan Provider under the relevant Current Issuer Start-up Loan Agreement and payment of any Deferred Contribution due to the Mortgages Trustee under the Mortgages Trust Deed), in each case subject to and in accordance with the relevant Funding Priority of Payments. 2.2 Following enforcement of the Current Issuer Security, to the extent not applied on a Payment Date in accordance with 2.1 above, amounts standing to the credit of the Current Issuer Liquidity Reserve Ledger shall only be applied in making payments of principal due under the Current Issuer Intercompany Loan (but not in respect of any other Intercompany Loan of any other Issuer). APPENDIX 1 Amended and Restated Funding Priority of Payments Part I Funding Pre-Enforcement Revenue Priority of Payments Distribution of Funding Available Revenue Receipts prior to Enforcement of the Funding Security On each Payment Date or, in respect of amounts due to third parties by Funding under paragraph (B), when due, prior to enforcement of the Funding Security, the Cash Manager will, subject to the rules for application of Funding Available Revenue Receipts (set out below), apply Funding Group 1 Available Revenue Receipts, Group 2 Available Revenue Receipts and amounts standing to the credit of the Funding Expense Sub-Ledger, as applicable, in the following order of priority (the "Funding Pre-Enforcement Revenue Priority of Payments"): (A) first, to pay amounts due to the Security Trustee (together with interest and (to the extent not already inclusive) VAT on those amounts) and to provide for any amounts due or to become due during the following Interest Period to the Security Trustee, under the Funding Deed of Charge or any other Transaction Document; (B) second, to pay amounts due to any third party creditors of Funding (other than those referred to later in this order of priority of payments or in the Funding Pre-enforcement Principal Priority of Payments) of which the Cash Manager has notice prior to the relevant Payment Date, which amounts have been incurred without breach by Funding of the Transaction Documents to which it is a party (and for which payment has not been provided for elsewhere) and to provide for any such amounts expected to become due and payable by Funding during the following Interest Period and to pay or discharge any liability of Funding for corporation tax on any chargeable income or gain of Funding; (C) third, towards payment of amounts due to the Cash Manager under the Cash Management Agreement (together with (to the extent not already inclusive) VAT on those amounts); (D) fourth, in no order of priority among them, but in proportion to the respective amounts due, towards payment of amounts, if any, due to (i) the Account Bank under the terms of the Bank Account Agreement (ii) to the Stand-by Account Bank under the terms of the Stand-by Bank Account Agreement and (iii) to the Corporate Services Provider under the terms of the Corporate Services Agreement; (E) fifth, to pay, in no order of priority among them, but in proportion to the respective amounts due, to each Issuer an amount up to its Issuer Allocable Revenue Receipts in respect of interest and fees due on that Issuer's Intercompany Loan but not exceeding the aggregate amount of, and to be applied in the amounts and priorities set forth in, the Issuer Pre-Liquidity Payments for that Issuer.; (F) sixth, to pay, in no order of priority among them, but in proportion to the respective amounts due, such amount for each Issuer up to its Issuer Allocable Revenue Receipts as is necessary to replenish the Issuer Liquidity Reserve Fund, if any, established in respect of that Issuer up to the Issuer Liquidity Reserve Required Amount (but only to the extent that monies have been drawn from the relevant Issuer Liquidity Reserve Fund to pay interest and fees due under the relevant Intercompany Loan and only to replenish the Issuer Liquidity Reserve Fund of an Issuer to the extent that there are Class A Notes issued by the such Issuer outstanding on such Payment Date); (G) seventh, to pay, in no order of priority among them, but in proportion to the respective amounts due, to each Issuer an amount up to its Issuer Allocable Revenue Receipts in respect of interest and fees due on that Issuer's Intercompany Loan but not exceeding the aggregate amount of, and to be applied in the amounts and priorities set forth in, the Issuer Post-Liquidity Payments for that Issuer;