Common use of Discount Option Clause in Contracts

Discount Option. (a) The Transferor shall have the option to designate at any time a percentage, which may be a fixed percentage or a variable percentage based on a formula (the “Discount Percentage”), of the amount of Receivables arising in the Accounts on or after the date such designation becomes effective that would otherwise constitute Principal Receivables to be treated as Finance Charge Receivables (“Discount Option Receivables”). The Transferor shall also have the option of reducing or withdrawing the Discount Percentage, at any time and from time to time, on and after the date such designation becomes effective. The Transferor shall provide to the Servicer, the Trustee, any Series Enhancer and each Rating Agency thirty (30) days prior written notice of such designation (or reduction or withdrawal), and such designation (or reduction or withdrawal) shall become effective on the date designated therein only if (i) the Transferor shall have delivered to the Trustee and each Series Enhancer entitled thereto pursuant to the relevant Supplement an Officer’s Certificate of the Transferor stating that the Transferor reasonably believes that such designation (or reduction or withdrawal) will not, based on the facts known to such officer at the time of such certification, then cause a Pay Out Event or any event that, after the giving of notice or the lapse of time, would constitute a Pay Out Event to occur with respect to any Series, (ii) the Transferor shall have received written notice from each Rating Agency that such designation (or reduction or withdrawal) will not have a Ratings Effect and shall have delivered copies of each such written notice to the Servicer and the Trustee and (iii) in the case of a reduction or withdrawal, the Transferor shall have delivered to the Trustee an Officer’s Certificate of the Transferor to the effect that, in the reasonable belief of the Transferor, such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the Transferor. (b) On each Date of Processing after the date on which the Transferor’s exercise of its discount option takes effect, the Transferor shall, to the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal to the product of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount of the Discount Option Receivable Collections processed on such day and (ii) pay to the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables Collections. The deposit made by the Transferor into the Collection Account under the preceding sentence shall be considered a payment of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each Supplement.

Discount Option. (a) The Transferor Transferors shall have the option to designate at any time and from time to time a percentagepercentage or percentages, which may be a fixed percentage or a variable percentage based on a formula (the “Discount Percentage”), of the amount all or any specified portion of Principal Receivables arising in the Accounts on or created after the date such designation becomes effective that would otherwise constitute Principal Receivables Discount Option Date to be treated as Finance Charge Receivables (“Discount Option Receivables”). The Transferor Transferors shall also have the option of increasing, reducing or withdrawing the Discount Percentage, at any time and from time to time, on and after the date such designation becomes effectiveDiscount Option Date. The Transferor Transferors shall provide to the Servicer, the Trustee, Trustee and any Series Enhancer and each Rating Agency thirty (30) days 30 days’ prior written notice of the Discount Option Date and any such designation (or increase, reduction or withdrawal), and such designation (or designation, increase, reduction or withdrawal) withdrawal shall become effective on the date designated therein only if Discount Option Date specified therefor upon satisfaction of the following conditions: (i) the each Transferor shall have delivered to the Trustee and each any Series Enhancer entitled thereto pursuant to the relevant Supplement (if any) an Officer’s Certificate of the such Transferor stating that the Transferor reasonably believes that such designation (or reduction or withdrawal) will notcertifying that, based on the upon facts known to such officer Transferor at such time, such designation, increase, reduction or withdrawal will not, at the time of such certificationits occurrence, then cause a Pay Pay-Out Event or any a Reinvestment Event, or an event that, after the giving of with notice or the lapse of timetime or both, would constitute a Pay Pay-Out Event or a Reinvestment Event, to occur with respect to any Series, ; (ii) the Transferor Rating Agency Condition shall have received written notice from each Rating Agency that been satisfied with respect to such designation (or designation, increase, reduction or withdrawal) will not have a Ratings Effect and shall have delivered copies of each such written notice to the Servicer and the Trustee and ; and (iii) only in the case of connection with a reduction or withdrawalwithdrawal of the Discount Percentage, the Transferor Transferors shall have caused an Opinion of Counsel to the effect described in clause (a) of the definition of “Tax Opinion” in Section 1.01 to have been delivered to the Trustee an Officer’s Certificate of the Transferor to the effect that, in the reasonable belief of the Transferor, such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the TransferorTrustee. (b) On each Date of Processing after the date on which the Transferor’s exercise of its discount option takes effectAfter any Discount Option Date, the Transferor shall, to the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal to the product of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount of the Discount Option Receivable Collections processed (calculated using the Discount Percentage specified on such day and (ii) pay to the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables Collections. The deposit made by the Transferor into the Collection Account under the preceding sentence Date) shall be considered a payment treated as Collections of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each SupplementReceivables.

Discount Option. (a) The Transferor shall have the option to designate may at any time time, upon at least 30 days’ prior written notice to the Servicer, the Trustee, each Credit Enhancement Provider and each Rating Agency, designate a percentage, which may be a fixed percentage or a variable percentage based on a formula (the “Discount Discounted Percentage”), of the amount of Principal Receivables arising in all of the Accounts on or after the date such designation becomes effective that would otherwise constitute Principal Receivables to be treated on and after such designation, or for the period specified, as Finance Charge Receivables (“Discount Option Receivables”). The Transferor shall also have the option of reducing or withdrawing the Discount Percentage; provided, at any time and from time to timehowever, on and after the date that no such designation becomes effective. The Transferor shall provide to the Servicer, the Trustee, any Series Enhancer and each Rating Agency thirty (30) days prior written notice of such designation (or reduction or withdrawal), and such designation (or reduction or withdrawal) shall become effective on the date designated therein only if specified in the written notice unless the following conditions have been satisfied: (i) the Transferor designation of Discount Option Receivables shall have delivered to not, in the Trustee and each Series Enhancer entitled thereto pursuant to the relevant Supplement an Officer’s Certificate reasonable belief of the Transferor stating that the Transferor reasonably believes that such designation (or reduction or withdrawal) will notTransferor, based on the facts known to such officer at the time of such certification, then cause a Pay Out Event or any event that, after the giving of notice or the lapse of time, would constitute a Pay Out Event to occur or cause an event which with respect to any Series, notice or the lapse of time or both would constitute a Pay Out Event; (ii) on or before the date specified in the written notice, the Transferor shall have received written notice confirmation from each Rating Agency that such designation (or reduction or withdrawal) will not have result in a Ratings Effect and shall have delivered copies downgrade or withdrawal of each such written notice to the Servicer and the Trustee and its then current rating of any outstanding Series of Investor Certificates; (iii) in the case of a reduction or withdrawal, the Transferor shall have delivered to the Trustee an Officer’s Certificate of the Transferor confirming the items set forth in clauses (i) and (ii) above. The Trustee may conclusively rely on such Officer’s Certificate, shall have no duty to make inquiries with regard to the effect that, matters set forth therein and shall incur no liability in the reasonable belief of the Transferor, such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the Transferor. (b) so relying. On each Date of Processing and after the date on which of satisfaction of the Transferor’s exercise above conditions, in processing Collections of its discount option takes effect, Principal Receivables of the Transferor shall, to Accounts the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal to Servicer shall deem the product of (a) the aggregate Floating Allocation Percentages with respect to all Series Discounted Percentage and (b) the aggregate amount Collections of the such Principal Receivables as “Discount Option Receivable Collections” and shall treat such Discount Option Receivable Collections processed on such day and (ii) pay to the Holders for all purposes hereunder as Collections of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables Collections. The deposit made by the Transferor into the Collection Account under the preceding sentence shall be considered a payment of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each SupplementReceivables.

Discount Option. (a) The Transferor shall have the option to designate at any time and from time to time a percentagepercentage or percentages, which may be a fixed percentage or a variable percentage based on a formula (the “"Discount Percentage”"), of the amount all or any specified portion of Principal Receivables arising in the Accounts on or created after the date such designation becomes effective that would otherwise constitute Principal Receivables Discount Option Date to be treated as Finance Charge Receivables (“"Discount Option Receivables”"). The Transferor shall also have the option of reducing or withdrawing the Discount Percentage, at any time and from time to time, on and after the date such designation becomes effective. The Transferor shall provide to the ServicerDiscount Option Date; provided, the Trusteehowever, any Series Enhancer and each Rating Agency thirty (30) days prior written notice of such designation (or reduction or withdrawal), and such designation (or reduction or withdrawal) withdrawal shall become effective on the date designated therein occur only if (i) the Transferor shall have delivered delivers to the Trustee and each Series Enhancer entitled thereto pursuant to the relevant Supplement an Officer’s Certificate of the Transferor stating that the Transferor reasonably believes that such designation (or reduction or withdrawal) will notand, based on the facts known to such officer at the time of such certification, then cause a Pay Out Event or any event that, after the giving of notice or the lapse of time, would constitute a Pay Out Event to occur in connection with respect to any certain Series, (ii) the Transferor shall have received written notice from each Rating Agency that such designation (or reduction or withdrawal) will not have applicable Series Enhancers, a Ratings Effect and shall have delivered copies certificate of each such written notice to the Servicer and the Trustee and (iii) in the case of a reduction or withdrawal, the Transferor shall have delivered to the Trustee an Officer’s Certificate of the Transferor authorized representative to the effect that, in the reasonable belief of the Transferor, such reduction or withdrawal shall would not have adverse regulatory or other accounting implications for the Transferor. (b) On each Date of Processing after . The Transferor shall provide to the date on which the Transferor’s exercise of its discount option takes effectServicer, the Transferor shallTrustee and any Rating Agency 30 days' prior written notice of the Discount Option Date, to and such designation shall become effective on the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal to the product of Discount Option Date only if (a) the aggregate Floating Allocation Percentages Transferor has delivered to the Trustee and any such Series Enhancer a certificate of an authorized representative to the effect that, based on the facts known to such representative at the time, the Transferor reasonably believes that such designation or reduction or withdrawal will not at the time of its occurrence cause a Pay Out Event or Reinvestment Event or an event that, with notice or the lapse of time or both, would constitute a Pay Out Event or Reinvestment Event, to occur with respect to all any Series and (b) the aggregate amount of Transferor has received written notice from the Rating Agency that such designation, reduction or withdrawal will satisfy the Rating Agency Condition . (b) After the Discount Option Date, Discount Option Receivable Collections processed on such day and (ii) pay to the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables Collections. The deposit made by the Transferor into the Collection Account under the preceding sentence shall be considered a payment treated as Collections of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each SupplementReceivables.

Discount Option. (a) The Transferor shall have the option to designate Seller may at any time time, upon at least 30 days’ prior written notice to the Servicer, the Trustee, each Credit Enhancement Provider and each Rating Agency, designate a percentage, which may be a fixed percentage or a variable percentage based on a formula (the “Discount Discounted Percentage”), of the amount of Principal Receivables arising in all of the Accounts on or after the date such designation becomes effective that would otherwise constitute Principal Receivables to be treated on and after such designation, or for the period specified, as Finance Charge Receivables (“Discount Option Receivables”). The Transferor shall also have the option of reducing or withdrawing the Discount Percentage; provided, at any time and from time to timehowever, on and after the date that no such designation becomes effective. The Transferor shall provide to the Servicer, the Trustee, any Series Enhancer and each Rating Agency thirty (30) days prior written notice of such designation (or reduction or withdrawal), and such designation (or reduction or withdrawal) shall become effective on the date designated therein only if specified in the written notice unless the following conditions have been satisfied: (i) the Transferor designation of Discount Option Receivables shall have delivered to not, in the Trustee and each Series Enhancer entitled thereto pursuant to the relevant Supplement an Officer’s Certificate reasonable belief of the Transferor stating that the Transferor reasonably believes that such designation (or reduction or withdrawal) will notSeller, based on the facts known to such officer at the time of such certification, then cause a Pay Out Event or any event that, after the giving of notice or the lapse of time, would constitute a Pay Out Event to occur or cause an event which with respect to any Series, notice or the lapse of time or both would constitute a Pay Out Event; (ii) on or before the Transferor date specified in the written notice, the Seller shall have received written notice confirmation from each Rating Agency that such designation (or reduction or withdrawal) will not have result in a Ratings Effect and shall have delivered copies downgrade or withdrawal of each such written notice to the Servicer and the Trustee and its then current rating of any outstanding Series of Investor Certificates; (iii) in the case of a reduction or withdrawal, the Transferor Seller shall have delivered to the Trustee an Officer’s Certificate of confirming the Transferor items set forth in clauses (i) and (ii) above. The Trustee may conclusively rely on such Officer’s Certificate, shall have no duty to make inquiries with regard to the effect that, matters set forth therein and shall incur no liability in the reasonable belief of the Transferor, such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the Transferor. (b) so relying. On each Date of Processing and after the date on which of satisfaction of the Transferor’s exercise above conditions, in processing Collections of its discount option takes effect, Principal Receivables of the Transferor shall, to Accounts the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal to Servicer shall deem the product of (a) the aggregate Floating Allocation Percentages with respect to all Series Discounted Percentage and (b) the aggregate amount Collections of the such Principal Receivables as “Discount Option Receivable Collections” and shall treat such Discount Option Receivable Collections processed on such day and (ii) pay to the Holders for all purposes hereunder as Collections of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables Collections. The deposit made by the Transferor into the Collection Account under the preceding sentence shall be considered a payment of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each SupplementReceivables.

Discount Option. (a) The Transferor shall have the option to designate may at any time time, upon at least 30 days’ prior written notice to the Servicer, the Trustee, each Credit Enhancement Provider and each Rating Agency, designate a percentage, which may be a fixed percentage or a variable percentage based on a formula (the “Discount Discounted Percentage”), of the amount of Principal Receivables arising in all of the Accounts on or after the date such designation becomes effective that would otherwise constitute Principal Receivables to be treated on and after such designation, or for the period specified, as Finance Charge Receivables (“Discount Option Receivables”). The Transferor shall also have the option of reducing or withdrawing the Discount Percentage; provided, at any time and from time to timehowever, on and after the date that no such designation becomes effective. The Transferor shall provide to the Servicer, the Trustee, any Series Enhancer and each Rating Agency thirty (30) days prior written notice of such designation (or reduction or withdrawal), and such designation (or reduction or withdrawal) shall become effective on the date designated therein only if specified in the written notice unless the following conditions have been satisfied: (ia) the Transferor designation of Discount Option Receivables shall have delivered to not, in the Trustee and each Series Enhancer entitled thereto pursuant to the relevant Supplement an Officer’s Certificate reasonable belief of the Transferor stating that the Transferor reasonably believes that such designation (or reduction or withdrawal) will notTransferor, based on the facts known to such officer at the time of such certification, then cause a Pay Out Event or any event that, after the giving of notice or the lapse of time, would constitute a Pay Out Event to occur or cause an event which with respect to any Seriesnotice or the lapse of time or both would constitute a Pay Out Event; (b) on or before the date specified in the written notice, (ii) the Transferor shall have received written notice confirmation from each Rating Agency that such designation (or reduction or withdrawal) will not have result in a Ratings Effect and shall have delivered copies downgrade or withdrawal of each such written notice to the Servicer and the Trustee and its then current rating of any outstanding Series of Investor Certificates; (iiic) in the case of a reduction or withdrawal, the Transferor shall have delivered to the Trustee an Officer’s Certificate of confirming the Transferor items set forth in clauses (i) and (ii) above. The Trustee may conclusively rely on such Officer’s Certificate, shall have no duty to make inquiries with regard to the effect that, matters set forth therein and shall incur no liability in the reasonable belief of the Transferor, such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the Transferor. (b) so relying. On each Date of Processing and after the date on which of satisfaction of the Transferor’s exercise above conditions, in processing Collections of its discount option takes effectPrincipal Receivables of the Accounts, the Transferor shall, to the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal to Servicer shall deem the product of (a) the aggregate Floating Allocation Percentages with respect to all Series Discounted Percentage and (b) the aggregate amount Collections of the such Principal Receivables as “Discount Option Receivable Collections” and shall treat such Discount Option Receivable Collections processed on such day and (ii) pay to the Holders for all purposes hereunder as Collections of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables Collections. The deposit made by the Transferor into the Collection Account under the preceding sentence shall be considered a payment of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each SupplementReceivables.

Discount Option. (a) The Transferor shall have the option to designate at any time a percentage, which may be a fixed or floating percentage or a variable percentage based on a formula (the “Discount Percentage”), ) of the amount of Receivables arising in the Accounts on or after the date such designation becomes effective that would otherwise constitute Principal Receivables (prior to subtracting from Principal Receivables, Finance Charge Receivables that are Discount Option Receivables) to be treated as Finance Charge Receivables (“Discount Option Receivables”). The Transferor shall also have the option of reducing or withdrawing the Discount Percentage, at any time and may from time to timetime increase (subject to the limitations described below), reduce or eliminate the Discount Percentage for Discount Option Receivables arising in the Accounts on and after the date of such designation becomes effectivechange. The Transferor shall must provide 30 days’ prior written notice to the Servicer, the TrusteeIssuer, any Series Enhancer Indenture Trustee and each Rating Agency thirty (30) days prior written notice of any such designation (or increase, reduction or withdrawal)elimination, and such designation (or increase, reduction or withdrawal) elimination shall become effective on the date designated specified therein only if (i) the Transferor shall have has delivered to the Indenture Trustee and each Series Enhancer entitled thereto pursuant to the relevant Supplement an Officer’s Certificate of to the Transferor stating that the Transferor reasonably believes that such designation (or reduction or withdrawal) will noteffect that, based on the facts known to such officer at the time, Transferor reasonably believes that such increase, reduction or elimination will not at the time of such certificationits occurrence cause an Early Amortization Event, then cause a Pay Out Event or any an event that, after the giving of which with notice or the lapse of time, time would constitute a Pay Out Event an Early Amortization Event, to occur with respect to any Series, Series and (ii) the Transferor shall have received written notice from each Rating Agency that such designation (or reduction or withdrawal) will not have a Ratings Effect and shall have delivered copies of each such written notice to the Servicer and the Trustee and (iii) in the case of a reduction or withdrawalany increase, the Transferor Discount Percentage shall have delivered not exceed 3% after giving effect to that increase, unless the Rating Agency Condition has been satisfied with respect to the Trustee an Officer’s Certificate of the Transferor to the effect that, in the reasonable belief of the Transferor, such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the Transferorincrease. (b) On each Date of Processing after the date on which the Transferor’s exercise of its discount option takes effect, the Transferor shall, to the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal to the product of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount of the Discount Option Receivable Collections processed on such day and (ii) pay to the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such shall treat Discount Option Receivables Collections. The deposit made by the Transferor into the Collection Account under the preceding sentence shall be considered a payment Collections as Collections of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each SupplementReceivables.

Discount Option. (a) The Transferor shall have may at its option (the option to designate "Discount Option"), at any time time, upon not less than 20 Business Days prior written notice to the Servicer, the Trustee, the Interest Rate Cap Provider, the Collateral Interest Holder, and each Rating Agency, designate a percentage, which may be a fixed percentage or a variable percentage based on a formula (the “Discount "Discounted Percentage”"), of the amount of Receivables arising in the Accounts on or after the date such designation becomes effective that would otherwise constitute Principal Receivables in Accounts designated in such notice to be treated on and after such designation, or for the period specified in such notice, as Finance Charge Receivables (“Discount Option Receivables”). The Transferor shall also have the option of reducing or withdrawing it being understood and agreed that an increase in the Discount PercentagePercentage shall constitute a new exercise of the Discount Option); provided, at any time and from time to timehowever, on and after the date that no such designation becomes effective. The Transferor shall provide to the Servicer, the Trustee, any Series Enhancer and each Rating Agency thirty (30) days prior written notice of such designation (or reduction or withdrawal), and such designation (or reduction or withdrawal) shall become effective -------- ------- on the date designated therein only if specified in such written notice unless the following conditions have been satisfied: (i) on or before the date specified in the written notice, the Transferor shall have delivered to the Trustee and received written confirmation from each Rating Agency which is then rating an outstanding Series Enhancer entitled thereto pursuant to the relevant Supplement an Officer’s Certificate of the Transferor stating that the Transferor reasonably believes Certificates that such designation (will not result in a withdrawal or reduction or withdrawalof its rating of such Series of Certificates; (ii) will such exercise of the Discount Option shall not, based on in the facts known to such officer at reasonable belief of the time of such certificationTransferor, then cause a Pay Out Event or any event that, after the giving of notice or the lapse of time, would constitute a Pay Out Event to occur or cause an event which with respect to any Series, (ii) notice or the Transferor shall have received written notice from each Rating Agency that such designation (lapse of time or reduction or withdrawal) will not have both would constitute a Ratings Effect and shall have delivered copies of each such written notice to the Servicer and the Trustee and Pay Out Event; (iii) in the case of a reduction or withdrawal, the Transferor shall have delivered to the Trustee an Officer’s 's Certificate confirming the items set forth in clauses (i) and (ii) above. The Trustee may conclusively rely on such Officer's Certificate, shall have no duty to make inquiries with regard to the matters set forth therein and shall incur no liability in so relying. On and after the date of satisfaction of each of the Transferor to the effect thatabove conditions, in the reasonable belief processing Collections of the TransferorPrincipal Receivables of the Accounts designated pursuant to such notice, the Servicer shall deem the product of the Discount Percentage and Collections of such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the TransferorPrincipal Receivables as Finance Charge Collections. (b) On The Transferor may at its option, at any time, upon not less than 20 Business Days prior written notice to the Servicer, the Trustee, the Collateral Interest Holder, and each Date Rating Agency, suspend or terminate the Discount Option or reduce the Discount Percentage to a percentage specified in such notice; provided, however, that such notice shall specify -------- ------- the period of Processing after the date on time for which the Transferor’s exercise of its discount option takes effectDiscount Option shall be suspended, the Transferor shall, to effective date of the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal to the product of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount termination of the Discount Option Receivable Collections processed on such day or the percentage to which the Discount Option shall be reduced, as the case may be. (c) Each Certificateholder by its acceptance of a beneficial interest in a Certificate and (ii) pay the Collateral Interest Holder by its acceptance of the Collateral Interest shall be deemed to have consented to the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables Collections. The deposit made exercise by the Transferor into of the Collection Account under the preceding sentence shall be considered a payment of such Discount Option Receivables and shall be applied at such time as Finance Charge Receivables in accordance with Article IV and the terms of each SupplementTransferor determines to exercise such options.

Discount Option. (a) The Transferor Transferors shall have the option to designate at any time and from time to time a percentagepercentage or percentages, which may be a fixed percentage or a variable percentage based on a formula (the “"Discount Percentage”"), of the amount all or any specified portion of Principal Receivables arising in the Accounts on or created after the date such designation becomes effective that would otherwise constitute Principal Receivables Discount Option Date to be treated as Finance Charge Receivables (“"Discount Option Receivables”"). The Transferor Transferors shall also have the option of increasing, reducing or withdrawing the Discount Percentage, at any time and from time to time, on and after the date such designation becomes effectiveDiscount Option Date. The Transferor Transferors shall provide to the Servicer, the Trustee, Trustee and any Series Enhancer and each Rating Agency thirty (30) days 30 days' prior written notice of the Discount Option Date and any such designation (or increase, reduction or withdrawal), and such designation (or designation, increase, reduction or withdrawal) withdrawal shall become effective on the date designated therein only if Discount Option Date specified therefor upon satisfaction of the following conditions: (i) the each Transferor shall have delivered to the Trustee and each any Series Enhancer entitled thereto pursuant to the relevant Supplement (if any) an Officer’s 's Certificate of the such Transferor stating that the Transferor reasonably believes that such designation (or reduction or withdrawal) will notcertifying that, based on the upon facts known to such officer Transferor at such time, such designation, increase, reduction or withdrawal will not, at the time of such certificationits occurrence, then cause a Pay Pay-Out Event or any a Reinvestment Event, or an event that, after the giving of with notice or the lapse of timetime or both, would constitute a Pay Pay-Out Event or a Reinvestment Event, to occur with respect to any Series, ; (ii) the Transferor Rating Agency Condition shall have received written notice from each Rating Agency that been satisfied with respect to such designation (or designation, increase, reduction or withdrawal) will not have a Ratings Effect and shall have delivered copies of each such written notice to the Servicer and the Trustee and ; and (iii) only in the case of connection with a reduction or withdrawalwithdrawal of the Discount Percentage, the Transferor Transferors shall have caused an Opinion of Counsel to the effect described in clause (a) of the definition of "Tax Opinion" in Section 1.01 to have been delivered to the Trustee an Officer’s Certificate Trustee. Notwithstanding any of the Transferor foregoing conditions to the effect that, in the reasonable belief designation of the TransferorDiscount Percentage, beginning on the Substitution Date, and, beginning on such reduction or withdrawal date, the initial Discount Percentage shall not have adverse regulatory or other accounting implications for be 0.0%, and any Collections with respect to Discount Option Receivables in effect after the Transferorclose of business on March 26, 2004 shall be treated as Collections of Principal Receivables. (b) On each Date of Processing after the date on which the Transferor’s exercise of its discount option takes effectAfter any Discount Option Date, the Transferor shall, to the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal to the product of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount of the Discount Option Receivable Collections processed (calculated using the Discount Percentage specified on such day and (ii) pay to the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables Collections. The deposit made by the Transferor into the Collection Account under the preceding sentence Date) shall be considered a payment treated as Collections of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each SupplementReceivables.

Discount Option. (a) The Transferor shall have may at its option (the option to designate "Discount Option"), at any time time, upon not less than 20 Business Days prior written notice to the Servicer, the Trustee, the Interest Rate Cap Provider, the Collateral Interest Holder, and each Rating Agency, designate a percentage, which may be a fixed percentage or a variable percentage based on a formula (the “Discount "Discounted Percentage”"), of the amount of Receivables arising in the Accounts on or after the date such designation becomes effective that would otherwise constitute Principal Receivables in Accounts designated in such notice to be treated on and after such designation, or for the period specified in such notice, as Finance Charge Receivables (“Discount Option Receivables”). The Transferor shall also have the option of reducing or withdrawing it being understood and agreed that an increase in the Discount PercentagePercentage shall constitute a new exercise of the Discount Option); provided, at any time and from time to timehowever, on and after the date that no such designation becomes effective. The Transferor shall provide to the Servicer, the Trustee, any Series Enhancer and each Rating Agency thirty (30) days prior written notice of such designation (or reduction or withdrawal), and such designation (or reduction or withdrawal) shall become effective on the date designated therein only if specified in such written notice unless the following conditions have been satisfied: (i) on or before the date specified in the written notice, the Transferor shall have delivered to the Trustee and received written confirmation from each Rating Agency which is then rating an outstanding Series Enhancer entitled thereto pursuant to the relevant Supplement an Officer’s Certificate of the Transferor stating that the Transferor reasonably believes Certificates that such designation (will not result in a withdrawal or reduction or withdrawalof its rating of such Series of Certificates; (ii) will such exercise of the Discount Option shall not, based on in the facts known to such officer at reasonable belief of the time of such certificationTransferor, then cause a Pay Out Event or any event that, after the giving of notice or the lapse of time, would constitute a Pay Out Event to occur or cause an event which with respect to any Series, (ii) notice or the Transferor shall have received written notice from each Rating Agency that such designation (lapse of time or reduction or withdrawal) will not have both would constitute a Ratings Effect and shall have delivered copies of each such written notice to the Servicer and the Trustee and Pay Out Event; (iii) in the case of a reduction or withdrawal, the Transferor shall have delivered to the Trustee an Officer’s 's Certificate confirming the items set forth in clauses (i) and (ii) above. The Trustee may conclusively rely on such Officer's Certificate, shall have no duty to make inquiries with regard to the matters set forth therein and shall incur no liability in so relying. On and after the date of satisfaction of each of the Transferor to the effect thatabove conditions, in the reasonable belief processing Collections of the TransferorPrincipal Receivables of the Accounts designated pursuant to such notice, the Servicer shall deem the product of the Discount Percentage and Collections of such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the TransferorPrincipal Receivables as Finance Charge Collections. (b) On The Transferor may at its option, at any time, upon not less than 20 Business Days prior written notice to the Servicer, the Trustee, the Collateral Interest Holder, and each Date Rating Agency, suspend or terminate the Discount Option or reduce the Discount Percentage to a percentage specified in such notice; provided, however, that such notice shall specify the period of Processing after the date on time for which the Transferor’s exercise of its discount option takes effectDiscount Option shall be suspended, the Transferor shall, to effective date of the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal to the product of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount termination of the Discount Option Receivable Collections processed on such day or the percentage to which the Discount Option shall be reduced, as the case may be. (c) Each Certificateholder by its acceptance of a beneficial interest in a Certificate and (ii) pay the Collateral Interest Holder by its acceptance of the Collateral Interest shall be deemed to have consented to the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables Collections. The deposit made exercise by the Transferor into of the Collection Account under the preceding sentence shall be considered a payment of such Discount Option Receivables and shall be applied at such time as Finance Charge Receivables in accordance with Article IV and the terms of each SupplementTransferor determines to exercise such options.

Discount Option. (a) The Transferor shall have the option to designate may at any time time, upon at least 30 days’ prior written notice to the Servicer, the Issuer and each Note Rating Agency, designate a percentagedate (the “Discount Option Date”) upon which a percentage or percentages, which may be a fixed percentage or a variable percentage based on a formula (any such percentage, the “Discount Discounted Percentage”), of the amount all Principal Receivables existing in all Accounts or in any specified portion of Receivables arising in the Accounts on or after the date such designation becomes effective as Discount Option Receivables that would otherwise constitute Principal Receivables are to be treated on and after such designation, or for the period specified, as Finance Charge Receivables (“Receivables. On or after a Discount Option Receivables”). The Date, the Transferor shall also have the option of reducing increasing, reducing, extending or withdrawing the Discount Discounted Percentage, at any time and from time to time, on and after without notice to or the date such designation becomes effective. The consent of any Noteholder, provided that the Transferor shall provide prior written notice of such modification of the Discounted Percentage to the Servicer, the Trustee, any Series Enhancer Issuer and each Note Rating Agency thirty (30) at least 30 days prior written notice to the effectiveness of such change. The designation (of a Discounted Percentage, or any increase to, reduction of, extension of, or withdrawal)withdrawal of such Discounted Percentage, and such designation (or reduction or withdrawal) shall not become effective on the date designated therein only if (i) specified in such notice unless, on or prior to such date, the Transferor shall have has delivered to the Trustee and each Series Enhancer entitled thereto pursuant to the relevant Supplement Issuer an Officer’s Certificate of the Transferor stating that the Transferor reasonably believes that such designation affirming that: (or reduction or withdrawal) will not, based on the facts known to such officer at the time of such certification, then cause a Pay Out Event or any event that, after the giving of notice or the lapse of time, would constitute a Pay Out Event to occur with respect to any Series, (iii) the Transferor designation of Discount Option Receivables shall have received written notice from each Rating Agency that such designation (or reduction or withdrawal) will not have a Ratings Effect and shall have delivered copies of each such written notice to the Servicer and the Trustee and (iii) in the case of a reduction or withdrawal, the Transferor shall have delivered to the Trustee an Officer’s Certificate of the Transferor to the effect thatnot, in the reasonable belief of the Transferor, cause an Early Redemption Event to occur or cause an event which with notice or the lapse of time or both would constitute an Early Redemption Event; and (ii) on or before the date specified in the written notice, the Transferor shall have satisfied the Rating Agency Condition with respect to such reduction designation of, or withdrawal modification to, the Discounted Percentage. The Issuer may conclusively rely on such Officer’s Certificate, shall not have adverse regulatory or other accounting implications for no duty to make inquiries with regard to the Transferormatters set forth therein and shall incur no liability in so relying. (b) On each Date of Processing and after the date on which of satisfaction of the Transferor’s exercise of its discount option takes effect, the Transferor shall, to the extent required by Section 4.03above conditions, (i) deposit into the Collection Account Transferor shall apply the new Discounted Percentage to all existing and newly generated Principal Receivables in immediately available funds an amount equal the specified Accounts to which the Discounted Percentage is to be applied and (ii) in processing Collections of Principal Receivables of such Accounts, the product of (a) the aggregate Floating Allocation Percentages with respect to all Series Discounted Percentage and (b) the aggregate amount Collections of the such Principal Receivables shall be deemed “Discount Option Receivable Collections” and such Discount Option Receivable Collections processed on such day and (ii) pay to the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables Collections. The deposit made by the Transferor into the Collection Account under the preceding sentence shall be considered a payment treated for all purposes hereunder as Collections of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each SupplementReceivables.

Discount Option. (a) The Transferor shall have the option to designate may at any time time, upon at least 30 days' prior written notice to Servicer, Trustee, each Credit Enhancement Provider and each Rating Agency, designate a percentage, which may be a fixed percentage or a variable percentage based on a formula (the “"Discount Percentage”"), of the amount of Principal Receivables (determined before subtracting Discount Option Receivables) arising in all of the Accounts on and after such designation (and, if so elected by Transferor, Principal Receivables then existing), or for the period specified, to be treated as Discount Option Receivables (collectively, "Discount Option Receivables"), and Transferor may from time to time increase, reduce or eliminate the Discount Percentage for Discount Option Receivables arising in the Accounts on or after the date such designation becomes effective that would otherwise constitute Principal Receivables to be treated as Finance Charge Receivables (“Discount Option Receivables”). The Transferor shall also have the option of reducing or withdrawing the Discount Percentage, at any time and from time to time, on and after the date of such change; provided that no such designation becomes effective. The Transferor shall provide or changes to the Servicer, the Trustee, any Series Enhancer and each Rating Agency thirty (30) days prior written notice of such designation (or reduction or withdrawal), and such designation (or reduction or withdrawal) Discount Percentage shall become effective on unless the date designated therein only if following conditions have been satisfied: (i) the Transferor shall have delivered to the Trustee and each Series Enhancer entitled thereto pursuant to the relevant Supplement an Officer’s Certificate designation of Discount Option Receivables (or increase, reduction or elimination of the Transferor stating that the Transferor reasonably believes that such designation (or reduction or withdrawalDiscount Percentage) will shall not, based on in the facts known to such officer at the time reasonable belief of such certificationTransferor, then cause a Pay Out Event or any event that, after the giving of notice or the lapse of time, would constitute a Pay Out Event to occur or cause an event which with respect to any Series, notice or the lapse of time or both would constitute a Pay Out Event; (ii) on or before the date specified in the written notice, Transferor shall have received written notice from notified each Rating Agency that such designation (or reduction or withdrawal) will not have a Ratings Effect of the exercise of Transferor's rights under this Section 2.8 and the Rating Agency Condition shall have delivered copies of each such written notice to the Servicer and the Trustee and been satisfied; and (iii) in the case of a reduction or withdrawal, the Transferor shall have delivered to the Trustee an Officer’s 's Certificate of confirming the Transferor to the effect that, items set forth in the reasonable belief of the Transferor, such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the Transferor. (b) On each Date of Processing after the date on which the Transferor’s exercise of its discount option takes effect, the Transferor shall, to the extent required by Section 4.03, clauses (i) deposit into the Collection Account in immediately available funds an amount equal to the product of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount of the Discount Option Receivable Collections processed on such day and (ii) pay ). Trustee may conclusively rely on such Officer's Certificate, shall have no duty to make inquiries with regard to the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables Collections. The deposit made by the Transferor into the Collection Account under the preceding sentence shall be considered a payment of such Discount Option Receivables matters set forth therein and shall be applied as Finance Charge Receivables incur no liability in accordance with Article IV and the terms of each Supplementso relying.

Discount Option. (a) The Transferor shall have may at its option (the option to designate --------------- "Discount Option"), at any time time, upon not less than 20 Business Days prior written notice to the Servicer, the Trustee, the Interest Rate Cap Provider, and each Rating Agency, designate a percentage, which may be a fixed percentage or a variable percentage based on a formula (the “Discount "Discounted Percentage”"), of the amount of Receivables arising in the Accounts on or after the date such designation becomes effective that would otherwise constitute Principal Receivables in Accounts designated in such notice to be treated on and after such designation, or for the period specified in such notice, as Finance Charge Receivables (“Discount Option Receivables”). The Transferor shall also have the option of reducing or withdrawing it being understood and agreed that an increase in the Discount PercentagePercentage shall constitute a new exercise of the Discount Option); provided, at any time and from time to timehowever, on and after the date that no such designation becomes effective. The Transferor shall provide to the Servicer, the Trustee, any Series Enhancer and each Rating Agency thirty (30) days prior written notice of such designation (or reduction or withdrawal), and such designation (or reduction or withdrawal) shall become -------- ------- effective on the date designated therein only if specified in such written notice unless the following conditions have been satisfied: (i) on or before the date specified in the written notice, the Transferor shall have delivered to the Trustee and received written confirmation from each Rating Agency which is then rating an outstanding Series Enhancer entitled thereto pursuant to the relevant Supplement an Officer’s Certificate of the Transferor stating that the Transferor reasonably believes Certificates that such designation (will not result in a withdrawal or reduction or withdrawalof its rating of such Series of Certificates; (ii) will such exercise of the Discount Option shall not, based on in the facts known to such officer at reasonable belief of the time of such certificationTransferor, then cause a Pay Out Event or any event that, after the giving of notice or the lapse of time, would constitute a Pay Out Event to occur or cause an event which with respect to any Series, (ii) notice or the Transferor shall have received written notice from each Rating Agency that such designation (lapse of time or reduction or withdrawal) will not have both would constitute a Ratings Effect and shall have delivered copies of each such written notice to the Servicer and the Trustee and Pay Out Event; (iii) in the case of a reduction or withdrawal, the Transferor shall have delivered to the Trustee an Officer’s 's Certificate confirming the items set forth in clauses (i) and (ii) above. The Trustee may conclusively rely on such Officer's Certificate, shall have no duty to make inquiries with regard to the matters set forth therein and shall incur no liability in so relying. On and after the date of satisfaction of each of the Transferor to the effect thatabove conditions, in the reasonable belief processing Collections of the TransferorPrincipal Receivables of the Accounts designated pursuant to such notice, the Servicer shall deem the product of the Discount Percentage and Collections of such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the TransferorPrincipal Receivables as Collections of Finance Charge Receivables. (b) On The Transferor may at its option, at any time, upon not less than 20 Business Days prior written notice to the Servicer, the Trustee, the Collateral Interest Holder, and each Date Rating Agency, suspend or terminate the Discount Option or reduce the Discount Percentage to a percentage specified in such notice; provided, however, that such notice shall specify the period of Processing after the date on time for -------- ------- which the Transferor’s exercise of its discount option takes effectDiscount Option shall be suspended, the Transferor shall, to effective date of the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal to the product of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount termination of the Discount Option Receivable Collections processed on such day or the percentage to which the Discount Option shall be reduced, as the case may be. (c) Each Certificateholder by its acceptance of a beneficial interest in a Certificate and (ii) pay the Collateral Interest Holder by its acceptance of the Collateral Interest shall be deemed to have consented to the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables Collections. The deposit made exercise by the Transferor into of the Collection Account under the preceding sentence shall be considered a payment of such Discount Option Receivables and shall be applied at such time as Finance Charge Receivables in accordance with Article IV and the terms of each SupplementTransferor determines to exercise such options.

Discount Option. (a) The Transferor Seller shall have the option to designate at any time a percentage, which may be a fixed percentage or a variable percentage based on a formula (the “Discount Percentage”), Percentage of the amount of Receivables arising in the Accounts on or after the date such designation becomes effective that would otherwise constitute Principal Receivables to be treated as Finance Charge Receivables (“Discount Option Receivables”). The Transferor Seller shall also have the option of reducing or withdrawing the Discount Percentage, at any time and from time to time, on and after the date such designation becomes effective. The Transferor Seller shall provide to the Servicer, the TrusteeTrust, any Series Enhancer the Indenture Trustee and each Rating Agency thirty (30) days Agency, and each Series Enhancer or other person entitled thereto pursuant to any applicable Supplement, 30 days’ prior written notice of such designation (or reduction or withdrawal), and such designation (or reduction or withdrawal) shall become effective on the date designated therein only if if: (i) the Transferor Rating Agency Condition shall have been satisfied in respect of such designation (or reduction or withdrawal); (ii) the Seller shall have delivered to the Trustee Trust and the Indenture Trustee, and each Series Enhancer or other person entitled thereto pursuant to the relevant Supplement any applicable Supplement, an Officer’s Certificate of the Transferor Seller stating that that, in the Transferor reasonably believes that reasonable opinion of the officer certifying such Officer’s Certificate, based on facts known to such officer as at the date of such certificate, after due inquiry, such designation (or reduction or withdrawal) will notnot result in the occurrence of an Amortization Event or a Series Amortization Event, based on the facts known to such officer at the time of such certification, then cause a Pay Out Event or any event that, after the giving of notice or the lapse of timetime or both, would constitute result in the occurrence of an Amortization Event or a Pay Out Event to occur with respect to any Series, (ii) the Transferor shall have received written notice from each Rating Agency that such designation (or reduction or withdrawal) will not have a Ratings Effect and shall have delivered copies of each such written notice to the Servicer and the Trustee and Series Amortization Event; and (iii) in the case of a reduction or withdrawal, the Transferor Seller shall have delivered to the Trust and the Indenture Trustee an Officer’s Certificate of the Transferor to the effect Seller stating that, in the reasonable belief opinion of the Transferorofficer certifying such Officer’s Certificate, based on facts known to such officer as at the date of such certificate, after due inquiry, such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the TransferorSeller. (b) On each Date of Processing after the date on which the TransferorSeller’s exercise of its discount option takes effect, the Transferor Seller shall, to the extent required by Section 4.03section 3.5 of the Trust Indenture, (i) deposit into the Collection Account in immediately available funds an amount equal to the product of (aA) the aggregate Floating Allocation Percentages with respect to all Series Series, and (bB) the aggregate amount of the Discount Option Receivable Receivables Collections processed on such day day, and (ii) pay to the Holders holder of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, Seller Indebtedness the balance of such Discount Option Receivables CollectionsCollections on account of the Trust’s obligations under the Seller Indebtedness. The deposit made by the Transferor Seller into the Collection Account under the preceding sentence shall be considered a payment of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV 3 of the Trust Indenture and the terms of each Supplement.

Discount Option. (a) The Transferor shall have the option to designate at any time and from time to time a percentagepercentage or percentages, which may be a fixed percentage or a variable percentage based on a formula (the “"Discount Percentage”"), of the amount all or any specified portion of Principal Receivables arising in the Accounts on or created after the date such designation becomes effective that would otherwise constitute Principal Receivables Discount Option Date to be treated as Finance Charge Receivables (“"Discount Option Receivables”"). The Transferor shall also have the option of reducing or withdrawing the Discount Percentage, at any time and from time to time, on and after the date such designation becomes effective. The Transferor shall provide to the ServicerDiscount Option Date; provided, the Trusteehowever, any Series Enhancer and each Rating Agency thirty (30) days prior written notice of such designation (or reduction or withdrawal), and such designation (or reduction or withdrawal) withdrawal shall become effective on the date designated therein occur only if (i) the Transferor shall have delivered delivers to the Trustee and each Series Enhancer entitled thereto pursuant to the relevant Supplement an Officer’s Certificate of the Transferor stating that the Transferor reasonably believes that such designation (or reduction or withdrawal) will notand, based on the facts known to such officer at the time of such certification, then cause a Pay Out Event or any event that, after the giving of notice or the lapse of time, would constitute a Pay Out Event to occur in connection with respect to any certain Series, (ii) the Transferor shall have received written notice from each Rating Agency that such designation (or reduction or withdrawal) will not have applicable Series Enhancers, a Ratings Effect and shall have delivered copies certificate of each such written notice to the Servicer and the Trustee and (iii) in the case of a reduction or withdrawal, the Transferor shall have delivered to the Trustee an Officer’s Certificate of the Transferor authorized representative to the effect that, in the reasonable belief of the Transferor, such reduction or withdrawal shall would not have adverse regulatory or other accounting implications for the Transferor. (b) On each Date of Processing after . The Transferor shall provide to the date on which the Transferor’s exercise of its discount option takes effectServicer, the Transferor shallTrustee and any Rating Agency 30 days' prior written notice of the Discount Option Date, to and such designation shall become effective on the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal to the product of Discount Option Date only if (a) the aggregate Floating Allocation Percentages Transferor has delivered to the Trustee and any such Series Enhancer a certificate of an authorized representative to the effect that, based on the facts known to such representative at the time, the Transferor reasonably believes that such designation or reduction or withdrawal will not at the time of its occurrence cause a Pay Out Event or Reinvestment Event or an event that, with notice or the lapse of time or both, would constitute a Pay Out Event or Reinvestment Event, to occur with respect to all any Series and (b) the aggregate amount of Transferor has received written notice from each Rating Agency that such designation, reduction or withdrawal will satisfy the Rating Agency Condition . (b) After the Discount Option Date, Discount Option Receivable Collections processed on such day and (ii) pay to the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables Collections. The deposit made by the Transferor into the Collection Account under the preceding sentence shall be considered a payment treated as Collections of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each SupplementReceivables.

Discount Option. (a) The Transferor shall have the option to designate at any time and from time to time a percentagepercentage or percentages, which may be a fixed percentage or a variable percentage based on a formula (the “"Discount Percentage”"), of the amount all or any specified portion of Principal Receivables arising in the Accounts on or created after the date such designation becomes effective that would otherwise constitute Principal Receivables Discount Option Date to be treated as Finance Charge Receivables (“"Discount Option Receivables”"). The Transferor shall also have the option of reducing or withdrawing the Discount Percentage, at any time and from time to time, on and after the date such designation becomes effective. The Transferor shall provide to the ServicerDiscount Option Date; provided, the Trusteehowever, any Series Enhancer and each Rating Agency thirty (30) days prior written notice of such designation (or reduction or withdrawal), and such designation (or reduction or withdrawal) withdrawal shall become effective on the date designated therein occur only if (i) the Transferor shall have delivered delivers to the Trustee and each Series Enhancer entitled thereto pursuant to the relevant Supplement an Officer’s Certificate of the Transferor stating that the Transferor reasonably believes that such designation (or reduction or withdrawal) will notand, based on the facts known to such officer at the time of such certification, then cause a Pay Out Event or any event that, after the giving of notice or the lapse of time, would constitute a Pay Out Event to occur in connection with respect to any certain Series, (ii) the Transferor shall have received written notice from each Rating Agency that such designation (or reduction or withdrawal) will not have applicable Series Enhancers, a Ratings Effect and shall have delivered copies certificate of each such written notice to the Servicer and the Trustee and (iii) in the case of a reduction or withdrawal, the Transferor shall have delivered to the Trustee an Officer’s Certificate of the Transferor authorized representative to the effect that, in the reasonable belief of the Transferor, such reduction or withdrawal shall would not have adverse regulatory or other accounting implications for the Transferor. (b) On each Date of Processing after . The Transferor shall provide to the date on which the Transferor’s exercise of its discount option takes effectServicer, the Transferor shallTrustee and any Rating Agency 30 days' prior written notice of the Discount Option Date, to and such designation shall become effective on the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal to the product of Discount Option Date only if (a) the aggregate Floating Allocation Percentages Transferor has delivered to the Trustee and any such Series Enhancer a certificate of an authorized representative to the effect that, based on the facts known to such representative at the time, the Transferor reasonably believes that such designation or reduction or withdrawal will not at the time of its occurrence cause a Pay Out Event or Reinvestment Event or an event that, with notice or the lapse of time or both, would constitute a Pay Out Event or Reinvestment Event, to occur with respect to all any Series and (b) the aggregate amount of Transferor has received written notice from each Rating Agency that such designation, reduction or withdrawal will satisfy the Rating Agency Condition. (b) After the Discount Option Date, Discount Option Receivable Collections processed on such day and (ii) pay to the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables Collections. The deposit made by the Transferor into the Collection Account under the preceding sentence shall be considered a payment treated as Collections of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each SupplementReceivables.

Discount Option. (a) The Transferor Sellers shall have the option to designate at any time a percentage, which may be a fixed percentage or a variable percentage based on a formula (the “"Discount Percentage”"), of the amount of Receivables arising in the ------------------- Accounts on or after the date such designation becomes effective that would otherwise constitute Principal Receivables to be treated as Finance Charge Receivables (“"Discount Option Receivables”"). The Transferor Sellers shall also have --------------------------- the option of reducing or withdrawing the Discount Percentage, at any time and from time to time, on and after the date such designation becomes effective. The Transferor Sellers shall provide to the Servicer, the Trustee, any Series Enhancer and each Rating Agency thirty (30) days prior written notice of such designation (or reduction or withdrawal), and such designation (or reduction or withdrawal) shall become effective on the date designated therein only if (i) the Transferor each Seller shall have delivered to the Trustee and each Series Enhancer entitled thereto pursuant to the relevant Supplement an Officer’s 's Certificate of the Transferor such Seller stating that the Transferor such Seller reasonably believes that such designation (or reduction or withdrawal) will not, based on the facts known to such officer at the time of such certification, then cause a Pay Out Event or any event that, after the giving of notice or the lapse of time, would constitute a Pay Out Event to occur with respect to any Series, (ii) the Transferor Sellers shall have received written notice from each Rating Agency that such designation (or reduction or withdrawal) will not have a Ratings Effect and shall have delivered copies of each such written notice to the Servicer and the Trustee and (iii) in the case of a reduction or withdrawal, the Transferor each Seller shall have delivered to the Trustee an Officer’s 's Certificate of the Transferor to the effect that, in the reasonable belief of the Transferorsuch Seller, such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the Transferorsuch Seller. (b) On each Date of Processing after the date on which the Transferor’s Sellers' exercise of its their discount option takes effect, the Transferor Sellers shall, to the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal to the product of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount of the Discount Option Receivable Collections processed on such day and (ii) pay to the Holders of the Transferor Seller Certificates, and if any owner of an interest in the Transferor’s Sellers' Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Sellers' Interest, the balance of such Discount Option Receivables Collections. The deposit made by the Transferor Sellers into the Collection Account under the preceding sentence shall be considered a payment of such Discount Option option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each Supplement.

Discount Option. (a) The Transferor shall have the option to designate at any time a percentage, which may be a fixed or floating percentage or a variable percentage based on a formula (the “Discount Percentage”), "DISCOUNT PERCENTAGE") of the amount of 40 Receivables arising in the Accounts on or after the date such designation becomes effective that would otherwise constitute Principal Receivables (prior to subtracting from Principal Receivables, Finance Charge Receivables that are Discount Option Receivables) to be treated as Finance Charge Receivables (“Discount Option Receivables”). The Transferor shall also have the option of reducing or withdrawing the Discount Percentage, at any time and may from time to timetime increase (subject to the limitations described below), reduce or eliminate the Discount Percentage for Discount Option Receivables arising in the Accounts on and after the date of such designation becomes effectivechange. The Transferor shall must provide 30 days' prior written notice to the Servicer, the Trustee, any Series Enhancer Trustee and each Rating Agency thirty (30) days prior written notice of any such designation (or increase, reduction or withdrawal)elimination, and such designation (or increase, reduction or withdrawal) elimination shall become effective on the date designated specified therein only if (i) the Transferor shall have has delivered to the Trustee and each Series Enhancer entitled thereto pursuant an Officer's Certificate to the relevant Supplement an Officer’s Certificate of the Transferor stating that the Transferor reasonably believes that such designation (or reduction or withdrawal) will noteffect that, based on the facts known to such officer at the time, Transferor reasonably believes that such increase, reduction or elimination will not at the time of such certificationits occurrence cause an Early Amortization Event, then cause a Pay Out Event or any an event that, after the giving of which with notice or the lapse of time, time would constitute a Pay Out Event an Early Amortization Event, to occur with respect to any Series, Series and (ii) the Transferor shall have received written notice from each Rating Agency that such designation (or reduction or withdrawal) will not have a Ratings Effect and shall have delivered copies of each such written notice to the Servicer and the Trustee and (iii) in the case of a reduction or withdrawalany increase, the Transferor Discount Percentage shall have delivered not exceed 3% after giving effect to that increase, unless the Rating Agency Condition has been satisfied with respect to the Trustee an Officer’s Certificate of the Transferor to the effect that, in the reasonable belief of the Transferor, such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the Transferorincrease. (b) On each Date of Processing after the date on which the Transferor’s 's exercise of its discount option takes effect, the Transferor shall, to the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal to the product of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount of the Discount Option Receivable Collections processed on such day and (ii) pay to the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such shall treat Discount Option Receivables Collections. The deposit made by the Transferor into the Collection Account under the preceding sentence shall be considered a payment Collections as Collections of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each SupplementReceivables.

Discount Option. (a) The Transferor shall have may at its option (the option to designate "Discount Option"), at any time time, upon not less than 20 Business Days prior written notice to the Servicer, the Trustee, the Interest Rate Cap Provider, the Collateral Interest Holder, and each Rating Agency, designate a percentage, which may be a fixed percentage or a variable percentage based on a formula (the “Discount "Discounted Percentage”"), of the amount of Receivables arising in the Accounts on or after the date such designation becomes effective that would otherwise constitute Principal Receivables in Accounts designated in such notice to be treated on and after such designation, or for the period specified in such notice, as Finance Charge Receivables (“Discount Option Receivables”). The Transferor shall also have the option of reducing or withdrawing it being understood and agreed that an increase in the Discount PercentagePercentage shall constitute a new exercise of the Discount Option); provided, at any time and from time to timehowever, on and after the date that no such designation becomes effective. The Transferor shall provide to the Servicer, the Trustee, any Series Enhancer and each Rating Agency thirty (30) days prior written notice of such designation (or reduction or withdrawal), and such designation (or reduction or withdrawal) shall -------- ------- become effective on the date designated therein only if specified in such written notice unless the following conditions have been satisfied: (i) on or before the date specified in the written notice, the Transferor shall have delivered to the Trustee and received written confirmation from each Rating Agency which is then rating an outstanding Series Enhancer entitled thereto pursuant to the relevant Supplement an Officer’s Certificate of the Transferor stating that the Transferor reasonably believes Certificates that such designation (will not result in a withdrawal or reduction or withdrawalof its rating of such Series of Certificates; (ii) will such exercise of the Discount Option shall not, based on in the facts known to such officer at reasonable belief of the time of such certificationTransferor, then cause a Pay Out Event or any event that, after the giving of notice or the lapse of time, would constitute a Pay Out Event to occur or cause an event which with respect to any Series, (ii) notice or the Transferor shall have received written notice from each Rating Agency that such designation (lapse of time or reduction or withdrawal) will not have both would constitute a Ratings Effect and shall have delivered copies of each such written notice to the Servicer and the Trustee and Pay Out Event; (iii) in the case of a reduction or withdrawal, the Transferor shall have delivered to the Trustee an Officer’s 's Certificate confirming the items set forth in clauses (i) and (ii) above. The Trustee may conclusively rely on such Officer's Certificate, shall have no duty to make inquiries with regard to the matters set forth therein and shall incur no liability in so relying. On and after the date of satisfaction of each of the Transferor to the effect thatabove conditions, in the reasonable belief processing Collections of the TransferorPrincipal Receivables of the Accounts designated pursuant to such notice, the Servicer shall deem the product of the Discount Percentage and Collections of such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the TransferorPrincipal Receivables as Finance Charge Collections. (b) On The Transferor may at its option, at any time, upon not less than 20 Business Days prior written notice to the Servicer, the Trustee, the Collateral Interest Holder, and each Date Rating Agency, suspend or terminate the Discount Option or reduce the Discount Percentage to a percentage specified in such notice; provided, however, that such -------- ------- notice shall specify the period of Processing after the date on time for which the Transferor’s exercise of its discount option takes effectDiscount Option shall be suspended, the Transferor shall, to effective date of the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal to the product of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount termination of the Discount Option Receivable Collections processed on such day or the percentage to which the Discount Option shall be reduced, as the case may be. (c) Each Certificateholder by its acceptance of a beneficial interest in a Certificate and (ii) pay the Collateral Interest Holder by its acceptance of the Collateral Interest shall be deemed to have consented to the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables Collections. The deposit made exercise by the Transferor into of the Collection Account under the preceding sentence shall be considered a payment of such Discount Option Receivables and shall be applied at such time as Finance Charge Receivables in accordance with Article IV and the terms of each SupplementTransferor determines to exercise such options.

Discount Option. (a) The Transferor shall have the option to designate at any time and from time to time a percentagepercentage or percentages, which may be a fixed percentage or a variable percentage based on a formula (the “Discount Percentage”), of the amount all or any specified portion of Principal Receivables arising in the Accounts existing on or after the date such designation becomes effective that would otherwise constitute Principal Receivables Discount Option Date to be treated as Finance Charge Receivables (“Discount Option Receivables”). The As of the Initial Issuance Date, the Transferor shall also have hereby exercises such option and designates a Discount Percentage of 5.0% to be effective as of the option Initial Issuance Date and to be applied to all Principal Receivables. Subject to the conditions specified below, the Transferor may, without notice to or the consent of reducing any Noteholder, from time to time, increase, reduce or withdrawing eliminate the Discount PercentagePercentage for all or any specified portion of Principal Receivables and if the Discount Percentage has been withdrawn to again designate a Discount Percentage on or after a specified date (each, a “Discount Option Date”) at any time and from time to time, on and after the date such designation becomes effective. The Transferor shall provide to the Servicer, the Trustee, any Series Enhancer and each Rating Agency thirty (30) days prior written notice of any such designation (or reduction or withdrawal)change in the Discount Percentage and the related Discount Option Date to the Servicer, the Owner Trustee, the Indenture Trustee and any Rating Agency and such designation (or reduction or withdrawal) change in the Discount Percentage shall become effective on the date designated therein only if such Discount Option Date (i) unless such designation in the Transferor shall have delivered to the Trustee and each Series Enhancer entitled thereto pursuant to the relevant Supplement an Officer’s Certificate reasonable belief of the Transferor stating that the Transferor reasonably believes that such designation (or reduction or withdrawal) will not, based on the facts known to such officer at the time of such certification, then would cause a Pay Out Event or Event of Default with respect to any Series to occur, or an event thatwhich, after the giving of with notice or the lapse of timetime or both, would constitute a Pay Out Event to occur or Event of Default with respect to any Series, Series and (ii) only if the Transferor Rating Agency Condition shall have received written notice from each Rating Agency that been satisfied with respect to such designation (or reduction or withdrawal) will not have a Ratings Effect and shall have delivered copies of each such written notice to the Servicer and the Trustee and (iii) in the case of a reduction or withdrawal, the Transferor shall have delivered to the Trustee an Officer’s Certificate of the Transferor to the effect that, in the reasonable belief of the Transferor, such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the Transferordesignation. (b) On each Date of Processing after the date on which the Transferor’s exercise Processing, Collections of its discount option takes effect, the Transferor shall, to the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal to the product of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount of the Discount Option Receivable Collections processed on such day and (ii) pay to the Holders of the Transferor CertificatesReceivables, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereofany, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables Collections. The deposit made by the Transferor into the Collection Account under the preceding sentence shall be considered a payment treated as Collections of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each SupplementReceivables.

Discount Option. (a) The Transferor Depositor shall have the --------------- option to designate at any time a percentage, which may be a fixed percentage or a variable percentage based on a formula (the “"Discount Percentage”"), of the amount of Receivables arising in the Accounts on or after the date such designation becomes effective that would otherwise constitute Principal Receivables to be treated as Finance Charge Receivables (“"Discount Option Receivables”"). The Transferor Depositor shall also have the option of reducing or withdrawing the Discount Percentage, at any time and from time to time, on and after the date such designation becomes effective. The Transferor Depositor shall provide to the Servicer, the Trustee, any Series Enhancer and each Rating Agency thirty (30) 30 days prior written notice of such designation (or reduction or withdrawal), and such designation (or reduction or withdrawal) shall become effective on the date designated therein only if (i) the Transferor Depositor shall have delivered to the Trustee and each Series Enhancer entitled thereto pursuant to the relevant Supplement an Officer’s 's Certificate of the Transferor Depositor stating that the Transferor Depositor reasonably believes that such designation (or reduction or withdrawal) will not, based on the facts known to such officer at the time of such certification, then cause a Pay Out Event or any event that, after the giving of notice or the lapse of time, would constitute a Pay Out Event to occur with respect to any Series, (ii) the Transferor Depositor shall have received written notice from form each Rating Agency that such designation (or reduction or withdrawal) will not have a Ratings Effect and shall have delivered copies of each such written notice to the Servicer and the Trustee and (iii) in the case of a reduction or withdrawal, the Transferor Depositor shall have delivered to the Trustee an Officer’s 's Certificate of the Transferor to the effect that, in the reasonable belief of the TransferorDepositor, such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the TransferorDepositor. (b) On each Date of Processing after the date on which the Transferor’s Depositor's exercise of its discount option takes effect, the Transferor Depositor shall, to the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal to the product of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount of the Discount Option Receivable Collections processed on such day and (ii) pay to the Holders Holder of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, Depositor's Certificate the balance of such Discount Option Receivables Collections. The deposit made by the Transferor Depositor into the Collection Account under the preceding sentence shall be considered a payment of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each Supplement.

Discount Option. (a) The Transferor shall have the option to designate at any time a percentage, which may be a fixed percentage or a variable percentage based on a formula (the “"Discount Percentage”"), of the amount of Receivables Eligible and Eligible Alternative Receivables, without giving effect to any discounting pursuant to this Section 2.11, arising in the Accounts on or after the date of such designation becomes effective that would otherwise constitute Principal Receivables designation, to be treated as Receivables which give rise to Finance Charge Receivables (“Discount Option Receivables”). The Transferor shall also have the option of reducing or withdrawing the Discount Percentage, at any time and from time to time, on and after the date such designation becomes effectiveCollections. The Transferor shall provide to the Servicer, the Trustee, any Series Enhancer Enhancement Provider and each any Rating Agency thirty (30) days 15 days' prior written notice of such designation (or reduction or withdrawal)designation, and such designation (or reduction or withdrawal) shall become effective on the date designated therein only if (i) the Transferor shall have delivered to the Trustee and each Series Enhancer entitled thereto pursuant to the relevant Supplement an Officer’s Certificate of the Transferor stating that the Transferor reasonably believes that unless such designation (or reduction or withdrawal) will not, based on the facts known to such officer at the time of such certification, then cause a Pay Out Event or any event that, after the giving of notice or the lapse of time, would constitute a Pay Out Event to occur with respect to any Series, (ii) the Transferor shall have received written notice from each Rating Agency that such designation (or reduction or withdrawal) will not have a Ratings Effect and shall have delivered copies of each such written notice to the Servicer and the Trustee and (iii) in the case of a reduction or withdrawal, the Transferor shall have delivered to the Trustee an Officer’s Certificate of the Transferor to the effect that, in the reasonable belief of the TransferorTransferor would cause an Amortization Event to occur, or an event which, with notice or the lapse of time or both, would constitute an Amortization Event and (ii) only if each Rating Agency shall have delivered a letter to the Transferor and the Trustee confirming that its then current rating of the Investor Certificates of any Series then outstanding will not be reduced or withdrawn as a result of such reduction designation. After any such designation of a Discount Percentage, the Transferor may from time to time increase, reduce or withdrawal shall not have adverse regulatory or other accounting implications for withdraw the TransferorDiscount Percentage upon satisfaction of the conditions in this Section 2.11(a). (b) On each Distribution Date of Processing after the date on which the Transferor’s 's exercise of its discount option takes effect, and with respect to Receivables generated on and after such date, the Transferor shall, to the extent required by Section 4.03, (i) shall deposit into the Collection Account in immediately available funds an amount equal to the product of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount of the Discount Option Receivable Collections processed on such day and (ii) pay to received during the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables CollectionsCollection Period most recently ended. The deposit made by the Transferor into the Collection Account under the preceding sentence shall be considered a payment of such Discount Option Receivables and shall be applied as Finance Charge Receivables Collections in accordance with Article IV and the terms of each Supplement.IV. (END OF ARTICLE II)

Discount Option. (a) The For each Program Partner, Transferor shall have the option (subject to the limitations described below) to designate at any time a percentage, which may be a fixed percentage or a variable percentage based on a formula (the “Discount Percentage”), ) of the amount of all Principal Receivables arising existing in all the Accounts on or after the date related to such designation becomes effective that would otherwise constitute Principal Receivables to be treated as Finance Charge Receivables Program Partner (“Discount Option Receivables”). The Transferor shall also have the option of reducing or withdrawing the Discount Percentage, at any time and may from time to timetime increase, on and after reduce or eliminate (subject to the date limitations described below) the Discount Percentage related to such designation becomes effectiveProgram Partner. The All Discount Option Receivables Collections for any Date of Processing shall be treated as Finance Charge Collections. Transferor shall provide written notice to the Servicer, the Trustee, any Series Enhancer Buyer and each Rating Agency thirty (30) days prior written of any initial designation, increase, reduction or elimination, and such initial designation, increase, reduction or elimination shall become effective as of the first day of the Monthly Period preceding the Monthly Period in which Transferor delivers notice of such designation (or initial designation, increase, reduction or withdrawal), and such designation (or reduction or withdrawal) shall become effective on the date designated therein only elimination if (i) the Transferor shall have has delivered to the Trustee and each Series Enhancer entitled thereto pursuant to the relevant Supplement Buyer an Officer’s Certificate of to the Transferor stating that the Transferor reasonably believes that such designation (or reduction or withdrawal) will noteffect that, based on the facts known to such officer at the time, Transferor reasonably believes that such initial designation, increase, reduction or elimination will not at the time of such certification, then its occurrence cause a Pay Out Event or any event that, after the giving of notice or the lapse of time, would constitute a Pay Out Event to occur with respect to any Seriesan Adverse Effect, (ii) the Transferor shall have received written notice from each Rating Agency that Buyer consents to such designation (or designation, increase, reduction or withdrawal) will not have a Ratings Effect and shall have delivered copies of each such written notice to the Servicer and the Trustee elimination and (iii) Transferor has provided written notice to Servicer, Buyer and each Rating Agency of such initial designation, increase, reduction or elimination no later than ten (10) Business Days prior to the Payment Date related to such Monthly Period; provided, that if Transferor provides notice to Servicer, Buyer and each Rating Agency less than ten (10) Business Days prior to the Payment Date related to the prior Monthly Period, the Discount Percentage shall become effective as of the first day of the Monthly Period in which such notice is provided. If as a result of such designation, increase, reduction or elimination, the amount of Collections for any prior Dates of Processing during the Monthly Period would be greater than the amount of Collections as previously calculated, Buyer shall make a deposit in the case amount of a reduction or withdrawal, the Transferor shall have delivered such difference to the Trustee an Officer’s Certificate of the Transferor to the effect that, in the reasonable belief of the Transferor, such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the Transferor. (b) On each Date of Processing after the date on which the Transferor’s exercise of its discount option takes effect, the Transferor shall, to the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal to within two Business Days following the product delivery of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount of the Discount Option Receivable Collections processed on such day and (ii) pay to the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner notice of such uncertificated interest in the Transferor’s Interestdesignation, the balance of such Discount Option Receivables Collections. The deposit made by the Transferor into the Collection Account under the preceding sentence shall be considered a payment of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each Supplementincrease, reduction or elimination.

Discount Option. (a) The Transferor shall have the option to designate at any time a percentage, which may be a fixed percentage or a variable percentage based on a formula (the “"Discount Percentage”"), of the amount of Receivables arising in the Accounts on or after the date such designation becomes effective that would otherwise constitute Principal Receivables to be treated as Finance Charge Receivables (“"Discount Option Receivables”"). The Transferor shall also have the option of reducing or withdrawing the Discount Percentage, at any time and from time to time, on and after the date such designation becomes effective. The Transferor shall provide to the Servicer, the Trustee, any Series Enhancer and each Rating Agency thirty (30) days prior written notice of such designation (or reduction or withdrawal), and such designation (or reduction or withdrawal) shall become effective on the date designated therein only if (i) the Transferor shall have delivered to the Trustee and each Series Enhancer entitled thereto pursuant to the relevant Supplement an Officer’s 's Certificate of the Transferor stating that the Transferor reasonably believes that such designation (or reduction or withdrawal) will not, based on the facts known to such officer at the time of such certification, then cause a Pay Out Event or any event that, after the giving of notice or the lapse of time, would constitute a Pay Out Event to occur with respect to any Series, (ii) the Transferor shall have received written notice from each Rating Agency that such designation (or reduction or withdrawal) will not have a Ratings Effect and shall have delivered copies of each such written notice to the Servicer and the Trustee and (iii) in the case of a reduction or withdrawal, the Transferor shall have delivered to the Trustee an Officer’s 's Certificate of the Transferor to the effect that, in the reasonable belief of the Transferor, such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the Transferor. (b) On each Date of Processing after the date on which the Transferor’s 's exercise of its discount option takes effect, the Transferor shall, to the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal to the product of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount of the Discount Option Receivable Collections processed on such day and (ii) pay to the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s 's Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s 's Interest, the balance of such Discount Option Receivables Collections. The deposit made by the Transferor into the Collection Account under the preceding sentence shall be considered a payment of such 42 Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each Supplement.

Discount Option. (a) The Any Discount Percentages designated and in effect under the Trust Receivables Purchase Agreement prior to the RFS Funding Trust Termination Date shall be deemed to have been designated and in effect pursuant to this Agreement. After the RFS Funding Trust Termination Date, for each Retailer, Transferor shall have the option (subject to the limitations described below) to designate at any time a percentage, which may be a fixed or floating percentage or a variable percentage based on a formula (the “Discount Percentage”), ) of the amount of all Transferred Receivables arising in the all Accounts related to such Retailer on or after the date such designation becomes effective that would otherwise constitute Principal Receivables to be treated as Finance Charge Receivables (“Discount Option Receivables”). The Transferor shall also have the option of reducing or withdrawing the Discount Percentage, at any time and may from time to timetime increase, reduce or eliminate (subject to the limitations described below) the Discount Percentage related to such Retailer for Discount Option Receivables arising in an Account on and after the date of such designation becomes effectivechange. The Transferor shall provide 30 days’ prior written notice to the Servicer, the TrusteeBuyer, any Series Enhancer and each Rating Agency thirty (30) days prior written notice of such designation (or any initial designation, increase, reduction or withdrawal)elimination, and such designation (or initial designation, increase, reduction or withdrawal) elimination shall become effective on the date designated specified therein only if (i) the Transferor shall have has delivered to the Trustee and each Series Enhancer entitled thereto pursuant to the relevant Supplement Buyer an Officer’s Certificate of to the Transferor stating that the Transferor reasonably believes that such designation (or reduction or withdrawal) will noteffect that, based on the facts known to such officer at the time, Transferor reasonably believes that such initial designation, increase, reduction or elimination will not at the time of such certificationits occurrence cause an Early Amortization Event, then cause a Pay Out Event or any an event that, after the giving of which with notice or the lapse of time, time would constitute a Pay Out Event an Early Amortization Event, to occur with respect to any Seriesseries of Notes, (ii) in the Transferor case of any initial designation or increase, the Discount Percentage for such Retailer shall have received written notice from each not exceed 5% after giving effect to that initial designation or increase, unless the Rating Agency that such designation (or reduction or withdrawal) will not have a Ratings Effect and shall have delivered copies of each such written notice Condition has been satisfied with respect to the Servicer and the Trustee and increase , (iii) in the case of a any reduction, the Rating Agency Condition has been satisfied and (iv) Buyer consents to such designation, increase, reduction or withdrawal, the Transferor shall have delivered to the Trustee an Officer’s Certificate of the Transferor to the effect that, in the reasonable belief of the Transferor, such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the Transferorelimination. (b) On The portion of the Principal Receivables arising in Accounts relating to any Retailer as to which a Discount Percentage is in effect that shall be recharacterized as Finance Charge Receivables shall equal the product of (x) an amount equal to the aggregate Outstanding Balance of such Principal Receivables (before giving effect to the recharacterization) and (y) a fraction the numerator of which is the Discount Option Receivables relating to the Retailer and the denominator of which is the aggregate Outstanding Balance of all Principal Receivables for such Retailer (before giving effect to the recharacterization). The fraction referred to in the preceding clause (y) shall be determined not later than the 10th day of each calendar month (or, if such 10th day is not a Business Day, on the next Business Day) using the numerator and denominator as of the end of the most recent Monthly Period, and that fraction shall be used until recalculated in the next month. For this purpose, “Discount Option Receivables” means, as to any Retailer, on any Date of Processing on and after the date on which the Transferor’s exercise of its discount option for such Retailer takes effect, the Transferor shall, to the extent required by Section 4.03, sum of (i) deposit into the Collection Account in immediately available funds an amount equal to the product of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount of Discount Option Receivables relating to such Retailer at the end of the prior day (which amount, prior to the date on which Transferor’s exercise of its discount option for such Retailer takes effect and with respect to Principal Receivables generated in such Retailer’s program prior to such date, shall be zero), plus (ii) the product of (A) the Discount Option Receivable Collections processed Percentage for such Retailer and (B) the amount of Principal Receivables (before giving effect to the recharacterization referred to above) created on such day and in such Retailer’s program, minus (iiiii) pay to the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables Collections. The deposit made by the Transferor into the Collection Account under the preceding sentence shall be considered a payment Collections (as defined below) received on such Date of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each SupplementProcessing.

Discount Option. (a) The Transferor For each Retailer, Seller shall have the option (subject to the limitations described below) to designate at any time a percentage, which may be a fixed or floating percentage or a variable percentage based on a formula (the “Discount Percentage”), ) of the amount of all Transferred Receivables arising in the all Accounts related to such Retailer on or after the date such designation becomes effective that would otherwise constitute Principal Receivables to be treated as Finance Charge Receivables (“Discount Option Receivables”). The Transferor shall also have the option of reducing or withdrawing the Discount Percentage, at any time and Seller may from time to timetime increase, reduce or eliminate (subject to the limitations described below), the Discount Percentage related to such Retailer for Discount Option Receivables arising in an Account on and after the date of such designation becomes effectivechange. The Transferor Seller shall provide 30 days’ prior written notice to the Servicer, the TrusteeBuyer, any Series Enhancer and each Rating Agency thirty (30) days prior written notice of such designation (or any initial designation, increase, reduction or withdrawal)elimination, and such designation (or initial designation, increase, reduction or withdrawal) elimination shall become effective on the date designated specified therein only if (i) the Transferor shall have Seller has delivered to the Trustee and each Series Enhancer entitled thereto pursuant to the relevant Supplement Buyer an Officer’s Certificate of to the Transferor stating that the Transferor reasonably believes that such designation (or reduction or withdrawal) will noteffect that, based on the facts known to such officer at the time, Seller reasonably believes that such initial designation, increase, reduction or elimination will not at the time of such certificationits occurrence cause an Early Amortization Event, then cause a Pay Out Event or any an event that, after the giving of which with notice or the lapse of time, time would constitute a Pay Out Event an Early Amortization Event, to occur with respect to any Seriesseries of Notes, (ii) the Transferor shall have received written notice from each Rating Agency that such designation (or reduction or withdrawal) will not have a Ratings Effect and shall have delivered copies of each such written notice to the Servicer and the Trustee and (iii) in the case of a any initial designation or increase, the Discount Percentage for such Retailer shall not exceed 5% after giving effect to that initial designation or increase, unless the Rating Agency Condition has been satisfied with respect to the increase and (iii) Buyer consents to such designation, increase, reduction or withdrawal, the Transferor shall have delivered to the Trustee an Officer’s Certificate of the Transferor to the effect that, in the reasonable belief of the Transferor, such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the Transferorelimination. (b) On The portion of the Principal Receivables arising in Accounts relating to any Retailer as to which a Discount Percentage is in effect that shall be recharacterized as Finance Charge Receivables shall equal the product of (x) an amount (as to any Retailer’s program, the “Gross Principal Balance”) equal to the aggregate Outstanding Balance of such Principal Receivables (before giving effect to the recharacterization) and (y) a fraction the numerator of which is the Discount Option Receivables relating to the Retailer and the denominator of which is the Gross Principal Balance for such Retailer. The fraction referred to in the preceding clause (y) shall be determined not later than the 10th day of each calendar month (or, if such 10th day is not a Business Day, on the next Business Day) using the numerator and denominator as of the end of the most recent Monthly Period, and that fraction shall be used until recalculated in the next month. For this purpose, “Discount Option Receivables” means, as to any Retailer, on any Date of Processing on and after the date on which the TransferorSeller’s exercise of its discount option for such Retailer takes effect, the Transferor shall, to the extent required by Section 4.03, sum of (i) deposit into the Collection Account in immediately available funds an amount equal to the product of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount of Discount Option Receivables relating to such Retailer at the end of the prior day (which amount, prior to the date on which Seller’s exercise of its discount option for such Retailer takes effect and with respect to Principal Receivables generated in such Retailer’s program prior to such date, shall be zero), plus (ii) the product of (A) the Discount Option Receivable Collections processed Percentage for such Retailer and (B) the amount of Principal Receivables (before giving effect to the recharacterization referred to above) created on such day and in such Retailer’s program, minus (iiiii) pay to the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables Collections. The deposit made by the Transferor into the Collection Account under the preceding sentence shall be considered a payment Collections (as defined below) received on such Date of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each SupplementProcessing.

Discount Option. (a) The For each Retailer, the Transferor shall have the option (subject to the limitations described below) to designate at any time a percentage, which may be a fixed percentage or a variable percentage based on a formula (the “Discount Percentage”), ) of the amount of all Principal Receivables arising existing in all the Accounts on or after the date related to such designation becomes effective that would otherwise constitute Principal Receivables to be treated as Finance Charge Receivables Retailer (“Discount Option Receivables”). The Transferor shall also have the option of reducing or withdrawing the Discount Percentage, at any time and may from time to timetime increase, on and after reduce or eliminate (subject to the date limitations described below) the Discount Percentage related to such designation becomes effectiveRetailer. The All Discount Option Receivables Collections for any Date of Processing shall be treated as Finance Charge Collections. Transferor shall provide written notice to the Servicer, the Trustee, any Series Enhancer Buyer and each Rating Agency thirty (30) days prior written of any initial designation, increase, reduction or elimination, and such initial designation, increase, reduction or elimination shall become effective as of the first day of the Monthly Period preceding the Monthly Period in which the Transferor delivers notice of such designation (or initial designation, increase, reduction or withdrawal), and such designation (or reduction or withdrawal) shall become effective on the date designated therein only elimination if (i) the Transferor shall have has delivered to the Trustee and each Series Enhancer entitled thereto pursuant to the relevant Supplement Buyer an Officer’s Certificate of to the Transferor stating that the Transferor reasonably believes that such designation (or reduction or withdrawal) will noteffect that, based on the facts known to such officer at the time, Transferor reasonably believes that such initial designation, increase, reduction or elimination will not at the time of such certification, then its occurrence cause a Pay Out Event or any event that, after an Adverse Effect (as defined in the giving of notice or the lapse of time, would constitute a Pay Out Event to occur with respect to any SeriesIndenture), (ii) in the case any initial designation or increase, the Discount Percentage for such Retailer shall not exceed 5% after giving effect to that initial designation or increase, unless the Rating Agency Condition has been satisfied with respect to the increase, (iii) Buyer consents to such designation, increase, reduction or elimination and (iv) Transferor shall have received has provided written notice from to Servicer, Buyer and each Rating Agency that of such designation (or initial designation, increase, reduction or withdrawalelimination no later than ten (10) will not have a Ratings Effect and shall have delivered copies of each Business Days prior to the Payment Date related to such written Monthly Period; provided, that if the Transferor provides notice to Servicer, Buyer and each Rating Agency less than ten (10) Business Days prior to the Servicer and Payment Date related to the Trustee and (iii) prior Monthly Period, the Discount Percentage shall become effective as of the first day of the Monthly Period in the case which such notice is provided. If as a result of a such designation, increase, reduction or withdrawalelimination, the Transferor shall have delivered to the Trustee an Officer’s Certificate amount of the Transferor to the effect that, in the reasonable belief of the Transferor, such reduction or withdrawal shall not have adverse regulatory or other accounting implications Collections for the Transferor. (b) On each Date any prior Dates of Processing after during the date on which Monthly Period would be greater than the Transferor’s exercise amount of its discount option takes effectCollections as previously calculated, the Transferor shall, Buyer shall make a deposit to the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal within two Business Days following the delivery of notice of such designation, increase, reduction or elimination; provided that if the Issuer is permitted to the product make monthly deposits of (a) the aggregate Floating Allocation Percentages with respect Collections pursuant to all Series and (b) the aggregate amount Section 8.4 of the Discount Option Receivable Collections processed on Indenture, no such day and (ii) pay to deposit need be made until the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables Collections. The deposit made by the Transferor into the Collection Account under the preceding sentence shall be considered a payment of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each Supplementfollowing Payment Date.

Discount Option. (a) The Transferor shall have the option to designate at any time a percentage, which may be a fixed or floating percentage or a variable percentage based on a formula (the “"Discount Percentage”), ") of the amount of Receivables arising in the Accounts on or after the date such designation becomes effective that would otherwise constitute Principal Receivables (prior to subtracting from Principal Receivables, Finance Charge Receivables that are Discount Option Receivables) to be treated as Finance Charge Receivables (“Discount Option Receivables”). The Transferor shall also have the option of reducing or withdrawing the Discount Percentage, at any time and may from time to timetime increase (subject to the limitations described below), reduce or eliminate the Discount Percentage for Discount Option Receivables arising in the Accounts on and after the date of such designation becomes effectivechange. The Transferor shall must provide 30 days' prior written notice to the Servicer, the Trustee, any Series Enhancer Trustee and each Rating Agency thirty (30) days prior written notice of any such designation (or increase, reduction or withdrawal)elimination, and such designation (or increase, reduction or withdrawal) elimination shall become effective on the date designated specified therein only if (i) the Transferor shall have has delivered to the Trustee and each Series Enhancer entitled thereto pursuant an Officer's Certificate to the relevant Supplement an Officer’s Certificate of the Transferor stating that the Transferor reasonably believes that such designation (or reduction or withdrawal) will noteffect that, based on the facts known to such officer at the time, Transferor reasonably believes that such increase, reduction or elimination will not at the time of such certificationits occurrence cause an Early Amortization Event, then cause a Pay Out Event or any an event that, after the giving of which with notice or the lapse of time, time would constitute a Pay Out Event an Early Amortization Event, to occur with respect to any Series, Series and (ii) the Transferor shall have received written notice from each Rating Agency that such designation (or reduction or withdrawal) will not have a Ratings Effect and shall have delivered copies of each such written notice to the Servicer and the Trustee and (iii) in the case of a reduction or withdrawalany increase, the Transferor Discount Percentage shall have delivered not exceed 3% after giving effect to that increase, unless the Rating Agency Condition has been satisfied with respect to the Trustee an Officer’s Certificate of the Transferor to the effect that, in the reasonable belief of the Transferor, such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the Transferorincrease. (b) On each Date of Processing after the date on which the Transferor’s 's exercise of its discount option takes effect, the Transferor shall, to the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal to the product of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount of the Discount Option Receivable Collections processed on such day and (ii) pay to the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such shall treat Discount Option Receivables Collections. The deposit made by the Transferor into the Collection Account under the preceding sentence shall be considered a payment Collections as Collections of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each SupplementReceivables.

Discount Option. (a) The Transferor shall have the option to designate at any time a percentage, which may be a fixed percentage or a variable percentage based on a formula (the “Discount Percentage”"DISCOUNT PERCENTAGE"), not less than 2% and not greater than 4%, of the amount principal balance of Receivables arising all Receivables, other than such amounts that are included in clauses (i) through (vii) of the definition of Finance Charge Receivables, investment earnings on amounts on deposit in the Accounts Equalization Account and Receivables in Defaulted Accounts, arising on or after the date of such designation becomes effective that would otherwise constitute Principal Receivables determination to be treated as Finance Charge Receivables (“Discount Option Receivables”). The Transferor election to exercise this option shall also have the option of reducing or withdrawing the Discount Percentage, at any time and from time to time, on and after the date such designation becomes effectivebe irrevocable. The Transferor shall provide to the Servicer, the Trustee, any Series Enhancer Enhancement Provider and each the Rating Agency thirty (30) days 30 days' prior written notice of such designation (or reduction or withdrawal)designation, and such designation (or reduction or withdrawal) shall become effective on the date designated therein only if (i) unless such designa tion in the Transferor shall have delivered to the Trustee and each Series Enhancer entitled thereto pursuant to the relevant Supplement an Officer’s Certificate reasonable belief of the Transferor stating that the Transferor reasonably believes that such designation (or reduction or withdrawal) will not, based on the facts known to such officer at the time of such certification, then would cause a Pay Out Event to occur, or any an event thatwhich, after the giving of with notice or the lapse of timetime or both, would constitute a Pay Out Event to occur with respect to any Series, and (ii) only if the Transferor shall have received written notice from each Rating Agency that such designation (or reduction or withdrawal) will not have a Ratings Effect and shall have delivered copies of each such written notice a letter to the Servicer Transferor and the Trustee and (iii) in the case of a reduction or withdrawal, the Transferor shall have delivered to the Trustee an Officer’s Certificate confirming that its then current rating of the Transferor to the effect that, in the reasonable belief Investor Certificates of the Transferor, any Series then outstanding will not be reduced or withdrawn as a result of such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the Transferordesignation. (b) On each Date of Processing after After the date on which the Transferor’s 's exercise of its discount option takes effect, and with respect to Receivables generated on and after such date, the Transferor shallTransferor, to the extent required by in accordance with Section 4.034.3, (i) shall deposit into the Collection Account in immediately available funds an amount equal to the product of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount of the Discount Option Receivable Receivables Collections processed on such day and (ii) pay to the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables Collectionsday. The deposit made by the Transferor into the Collection Account under the preceding sentence shall be considered a payment of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each SupplementIV. ARTICLE III ADMINISTRATION AND SERVICING OF RECEIVABLES

Discount Option. (a) The Transferor shall have the option to designate may at any time time, upon at least 30 days' prior written notice to Servicer, Trustee, each Credit Enhancement Provider and each Rating Agency, designate a percentage, which may be a fixed percentage or a variable percentage based on a formula (the “"Discount Percentage”"), of the amount of Principal Receivables (determined before subtracting Discount Option Receivables) arising in all of the Accounts on and after such designation (and, if so elected by Transferor, Principal Receivables then existing), or for the period specified, to be treated as Discount Option Receivables (collectively, "Discount Option Receivables"), and Transferor may from time to time increase, reduce or eliminate the Discount Percentage for Discount Option Receivables arising in the Accounts on or after the date such designation becomes effective that would otherwise constitute Principal Receivables to be treated as Finance Charge Receivables (“Discount Option Receivables”). The Transferor shall also have the option of reducing or withdrawing the Discount Percentage, at any time and from time to time, on and after the date of such change; provided that no such designation becomes effective. The Transferor shall provide or changes to the Servicer, the Trustee, any Series Enhancer and each Rating Agency thirty (30) days prior written notice of such designation (or reduction or withdrawal), and such designation (or reduction or withdrawal) Discount Percentage shall become effective on unless the date designated therein only if following conditions have been satisfied: (i) the Transferor shall have delivered to the Trustee and each Series Enhancer entitled thereto pursuant to the relevant Supplement an Officer’s Certificate designation of Discount Option Receivables (or increase, reduction or elimination of the Transferor stating that the Transferor reasonably believes that such designation (or reduction or withdrawalDiscount Percentage) will shall not, based on in the facts known to such officer at the time reasonable belief of such certificationTransferor, then cause a Pay Out Event or any event that, after the giving of notice or the lapse of time, would constitute a Pay Out Event to occur or cause an event which with respect to any Series, notice or the lapse of time or both would constitute a Pay Out Event; (ii) on or before the date specified in the written notice, Transferor shall have received written notice from notified each Rating Agency that such designation (or reduction or withdrawal) will not have a Ratings Effect of the exercise of Transferor's rights under this Section 2.8 and the Rating Agency Condition shall have delivered copies of each such written notice to the Servicer and the Trustee been satisfied; and (iii) in the case of a reduction or withdrawal, the Transferor shall have delivered to the Trustee an Officer’s 's Certificate of confirming the Transferor to the effect that, items set forth in the reasonable belief of the Transferor, such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the Transferor. (b) On each Date of Processing after the date on which the Transferor’s exercise of its discount option takes effect, the Transferor shall, to the extent required by Section 4.03, clauses (i) deposit into the Collection Account in immediately available funds an amount equal to the product of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount of the Discount Option Receivable Collections processed on such day and (ii) pay ). Trustee may conclusively rely on such Officer's Certificate, shall have no duty to make inquiries with regard to the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables Collections. The deposit made by the Transferor into the Collection Account under the preceding sentence shall be considered a payment of such Discount Option Receivables matters set forth therein and shall be applied as Finance Charge Receivables incur no liability in accordance with Article IV and the terms of each Supplementso relying.

Discount Option. (a) The Transferor Depositor shall have the option to designate at any time a percentage, which may be a fixed percentage or a variable percentage based on a formula (the “"Discount Percentage”"), of the amount of Receivables arising in the Accounts on or after the date such designation becomes effective that would otherwise constitute Principal Receivables to be treated as Finance Charge Receivables (“"Discount Option Receivables”"). The Transferor Depositor shall also have the option of reducing or withdrawing the Discount Percentage, at any time and from time to time, on and after the date such designation becomes effective. The Transferor Depositor shall provide to the Servicer, the Trustee, any Series Enhancer and each Rating Agency thirty (30) 30 days prior written notice of such designation (or reduction or withdrawal), and such designation (or reduction or withdrawal) shall become effective on the date designated therein only if (i) the Transferor Depositor shall have delivered to the Trustee and each Series Enhancer entitled thereto pursuant to the relevant Supplement an Officer’s 's Certificate of the Transferor Depositor stating that the Transferor Depositor reasonably believes that such designation (or reduction or withdrawal) will not, based on the facts known to such officer at the time of such certification, then cause a Pay Out Event (or any event that, after the giving of notice or the lapse of time, would constitute a Pay Out Event Event) to occur with respect to any Series, (ii) the Transferor Depositor shall have received written notice from each Rating Agency that such designation (or reduction or withdrawal) will not have a Ratings Effect satisfy the Rating Agency Condition and shall have delivered copies of each such written notice to the Servicer and the Trustee and (iii) in the case of a reduction or withdrawal, the Transferor Depositor shall have delivered to the Trustee an Officer’s 's Certificate of the Transferor to the effect that, in the reasonable belief of the TransferorDepositor, such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the TransferorDepositor. (b) On each Date of Processing after the date on which the Transferor’s Depositor's exercise of its discount option takes effect, the Transferor Depositor shall, to the extent required by Section 4.03, , (i) deposit into the Collection Account in immediately available funds an amount equal to the product of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount of the Discount Option Receivable Collections processed on such day and (ii) pay to the Holders Holder of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, Depositor's Certificate the balance of such Discount Option Receivables Collections. The deposit made by the Transferor Depositor into the Collection Account under the preceding sentence shall be considered a payment of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each Supplement.. Administration and Servicing of Receivables

Discount Option. (a) The Transferor shall have the option to designate at any time and from time to time a percentagepercentage or percentages, which may be a fixed percentage or a variable percentage based on a formula (the “Discount Percentage”), of the amount all or any specified portion of Receivables arising in the Accounts on or after the date such designation becomes effective that would otherwise constitute Collections of Principal Receivables to be treated as Collections of Finance Charge Receivables (“Discount Option ReceivablesCollections”). The As of the Initial Issuance Date, the Transferor shall also have hereby exercises such option and designates a Discount Percentage of 4.0% to be effective as of the option Initial Issuance Date and to be applied to all Principal Receivables. Subject to the conditions specified below, the Transferor may, without notice to or the consent of reducing any Noteholder, from time to time, increase, reduce or withdrawing eliminate the Discount PercentagePercentage for all or any specified portion of Collections of Principal Receivables and if the Discount Percentage has been withdrawn to again designate a Discount Percentage on or after a specified date (each, a “Discount Option Date”) at any time and from time to time, on and after the date such designation becomes effective. The Transferor shall provide to the Servicer, the Trustee, any Series Enhancer and each Rating Agency thirty (30) days prior written notice of any such designation (or reduction or withdrawal)change in the Discount Percentage and the related Discount Option Date to the Servicer, the Owner Trustee, the Indenture Trustee and any Rating Agency and such designation (or reduction or withdrawal) change in the Discount Percentage shall become effective on the date designated therein only if such Discount Option Date (i) unless such designation in the Transferor shall have delivered to the Trustee and each Series Enhancer entitled thereto pursuant to the relevant Supplement an Officer’s Certificate reasonable belief of the Transferor stating that the Transferor reasonably believes that such designation (or reduction or withdrawal) will not, based on the facts known to such officer at the time of such certification, then would cause a Pay Out Event or Event of Default with respect to any Series to occur, or an event thatwhich, after the giving of with notice or the lapse of timetime or both, would constitute a Pay Out Event to occur or Event of Default with respect to any Series, Series and (ii) only if the Transferor Rating Agency Condition shall have received written notice from each Rating Agency that been satisfied with respect to such designation (or reduction or withdrawal) will not have a Ratings Effect and shall have delivered copies of each such written notice to the Servicer and the Trustee and (iii) in the case of a reduction or withdrawal, the Transferor shall have delivered to the Trustee an Officer’s Certificate of the Transferor to the effect that, in the reasonable belief of the Transferor, such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the Transferordesignation. (b) On each Date of Processing after the date on which the Transferor’s exercise of its discount option takes effectProcessing, the Transferor shall, to the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal to the product of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount of the Discount Option Receivable Collections processed on such day and (ii) pay to the Holders of the Transferor CertificatesCollections, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereofany, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables Collections. The deposit made by the Transferor into the Collection Account under the preceding sentence shall be considered a payment treated as Collections of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each Supplement.Receivables. [END OF ARTICLE II]

Discount Option. (a) The Transferor shall have may at its option (the option to designate "Discount Option"), at any time time, upon not less than 20 Business Days prior written notice to the Servicer, the Trustee, the Interest Rate Cap Provider, the Collateral Interest Holder, and each Rating Agency, designate a percentage, which may be a fixed percentage or a variable percentage based on a formula (the “Discount "Discounted Percentage”"), of the amount of Receivables arising in the Accounts on or after the date such designation becomes effective that would otherwise constitute Principal Receivables in Accounts designated in such notice to be treated on and after such designation, or for the period specified in such notice, as Finance Charge Receivables (“Discount Option Receivables”). The Transferor shall also have the option of reducing or withdrawing it being understood and agreed that an increase in the Discount PercentagePercentage shall constitute a new exercise of the Discount Option); provided, at any time and from time to timehowever, on and after the date that -------- ------- no such designation becomes effective. The Transferor shall provide to the Servicer, the Trustee, any Series Enhancer and each Rating Agency thirty (30) days prior written notice of such designation (or reduction or withdrawal), and such designation (or reduction or withdrawal) shall become effective on the date designated therein only if specified in such written notice unless the following conditions have been satisfied: (i) on or before the date specified in the written notice, the Transferor shall have delivered to the Trustee and received written confirmation from each Rating Agency which is then rating an outstanding Series Enhancer entitled thereto pursuant to the relevant Supplement an Officer’s Certificate of the Transferor stating that the Transferor reasonably believes Certificates that such designation (will not result in a withdrawal or reduction or withdrawalof its rating of such Series of Certificates; (ii) will such exercise of the Discount Option shall not, based on in the facts known to such officer at reasonable belief of the time of such certificationTransferor, then cause a Pay Out Event or any event that, after the giving of notice or the lapse of time, would constitute a Pay Out Event to occur or cause an event which with respect to any Series, (ii) notice or the Transferor shall have received written notice from each Rating Agency that such designation (lapse of time or reduction or withdrawal) will not have both would constitute a Ratings Effect and shall have delivered copies of each such written notice to the Servicer and the Trustee and Pay Out Event; (iii) in the case of a reduction or withdrawal, the Transferor shall have delivered to the Trustee an Officer’s 's Certificate confirming the items set forth in clauses (i) and (ii) above. The Trustee may conclusively rely on such Officer's Certificate, shall have no duty to make inquiries with regard to the matters set forth therein and shall incur no liability in so relying. On and after the date of satisfaction of each of the Transferor to the effect thatabove conditions, in the reasonable belief processing Collections of the TransferorPrincipal Receivables of the Accounts designated pursuant to such notice, the Servicer shall deem the product of the Discount Percentage and Collections of such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the TransferorPrincipal Receivables as Finance Charge Collections. (b) On The Transferor may at its option, at any time, upon not less than 20 Business Days prior written notice to the Servicer, the Trustee, the Collateral Interest Holder, and each Date Rating Agency, suspend or terminate the Discount Option or reduce the Discount Percentage to a percentage specified in such notice; provided, however, that such notice shall specify the period of Processing after the date on time for -------- ------- which the Transferor’s exercise of its discount option takes effectDiscount Option shall be suspended, the Transferor shall, to effective date of the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal to the product of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount termination of the Discount Option Receivable Collections processed on such day or the percentage to which the Discount Option shall be reduced, as the case may be. (c) Each Certificateholder by its acceptance of a beneficial interest in a Certificate and (ii) pay the Collateral Interest Holder by its acceptance of the Collateral Interest shall be deemed to have consented to the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables Collections. The deposit made exercise by the Transferor into of the Collection Account under the preceding sentence shall be considered a payment of such Discount Option Receivables and shall be applied at such time as Finance Charge Receivables in accordance with Article IV and the terms of each SupplementTransferor determines to exercise such options.

Discount Option. (a) The Transferor Depositor shall have the option to designate at any time a percentage, which may be a fixed percentage or a variable percentage based on a formula (the “"Discount Percentage”"), of the amount of Receivables arising in the Accounts on or after the date such designation becomes effective that would otherwise constitute Principal Receivables to be treated as Finance Charge Receivables (“"Discount Option Receivables”"). The Transferor Depositor shall also have the option of reducing or withdrawing the Discount Percentage, at any time and from time to time, on and after the date such designation becomes effective. The Transferor Depositor shall provide to the Servicer, the Trustee, any Series Enhancer and each Rating Agency thirty (30) 30 days prior written notice of such designation (or reduction or withdrawal), and such designation (or reduction or withdrawal) shall become effective on the date designated therein only if (i) the Transferor Depositor shall have delivered to the Trustee and each Series Enhancer entitled thereto pursuant to the relevant Supplement an Officer’s 's Certificate of the Transferor Depositor stating that the Transferor Depositor reasonably believes that such designation (or reduction or withdrawal) will not, based on the facts known to such officer at the time of such certification, then cause a Pay Out Event or any event that, after the giving of notice or the lapse of time, would constitute a Pay Out Event to occur with respect to any Series, (ii) the Transferor Depositor shall have received written notice from form each Rating Agency that such designation (or reduction or withdrawal) will not have a Ratings Effect and shall have delivered copies of each such written notice to the Servicer and the Trustee and (iii) in the case of a reduction or withdrawal, the Transferor Depositor shall have delivered to the Trustee an Officer’s 's Certificate of the Transferor to the effect that, in the reasonable belief of the TransferorDepositor, such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the TransferorDepositor. (b) On each Date of Processing after the date on which the Transferor’s Depositor's exercise of its discount option takes effect, the Transferor Depositor shall, to the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal to the product of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount of the Discount Option Receivable Collections processed on such day and (ii) pay to the Holders Holder of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, Depositor's Certificate the balance of such Discount Option Receivables Collections. The deposit made by the Transferor Depositor into the Collection Account under the preceding sentence shall be considered a payment of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each Supplement.

Discount Option. (a) The Transferor shall have the option to designate Depositor may, at any time time, upon thirty (30) days' prior written notice to the Servicer, the Trustee and each Rating Agency, designate a fixed percentage, which may be a fixed percentage or a variable percentage based on a formula (the “Discount Percentage”)not to exceed 10%, of the amount of Collections in respect of Special Interest Receivables arising in the Accounts on or and after the date of such designation becomes effective that otherwise would otherwise constitute be treated as Principal Receivables Collections to be treated as Finance Charge Receivables Collections. Such designation will become effective on the date specified therein only if the Depositor shall have delivered to the Trustee an Officer's Certificate, dated the date of such designation, to the effect that the Depositor reasonably believes that such designation will not result in an Early Amortization Event or have a material adverse effect on the Certificateholders. (“Discount Option Receivables”). b) The Transferor shall also have the option of reducing or withdrawing the Discount PercentageDepositor may, at any time and from time to time, on and after the date such designation becomes effective. The Transferor shall provide to the Servicer, the Trustee, any Series Enhancer and each Rating Agency upon thirty (30) days prior written notice to the Servicer, the Trustee and each Rating Agency, designate a percentage (the "Discount Rate") to be subtracted from the price at which Receivables are conveyed to the Trust after a specified date; provided that in the event that the Discount Rate exceeds 2.5%, the Rating Agency Condition shall have been satisfied; provided, further, that in the event the Discount Rate exceeds 3.0%, the Consent of Certificateholders shall also have been obtained. The Depositor may give any number of such designation (or reduction or withdrawal)written notifications during the life of the Trust but only one such notification with respect to any Collection Period. Such notification shall be given prior to the first day of such Collection Period, and shall be effective as of the first day of such designation Collection Period. (or reduction or withdrawalc) In addition to any Discount Rate which may be designated pursuant to subsection (b) above, the following shall become effective on the date designated therein only if apply: (i) the Transferor Discount Rate shall have delivered to the Trustee and each Series Enhancer entitled thereto pursuant to the relevant Supplement an Officer’s Certificate of the Transferor stating that the Transferor reasonably believes that such designation (or reduction or withdrawal) will not, based on the facts known to such officer at the time of such certification, then cause a Pay Out Event or any event that, after the giving of notice or the lapse of time, would constitute a Pay Out Event to occur be 1.0% with respect to any SeriesReceivables conveyed to the Trust on the initial Closing Date and thereafter until such time as the Depositor shall notify the Trustee in writing of a new Discount Rate, in accordance with the terms of this Section 2.07, and (ii) during July and November of each year, the Transferor Discount Rate may, at the Depositor's option, increase an additional 1.5% to take into account the effects of reductions in the Pool Balance resulting from the Seller's "Secret Sales" promotional campaigns, unless and until the Servicer shall have received written notice from each Rating Agency that such designation (or reduction or withdrawal) will not have a Ratings Effect and shall have delivered copies of each such given written notice to each of the Servicer Trustee, the Depositor and the Trustee Rating Agencies that the Seller has discontinued its "Secret Sales" promotional campaigns and (iii) Special Interest Receivables conveyed to the Trust shall be conveyed at a Discount Rate not to exceed 10%. The Depositor hereby confirms that no "Secret Sales" campaign or similar promotional campaign shall have an adverse effect on the Investor Certificates of any Series that is not compensated for by (x) the 1.5% automatic increase in the case of a reduction or withdrawalDiscount Rate, the Transferor shall have delivered to the Trustee an Officer’s Certificate of the Transferor to the effect that, in the reasonable belief of the Transferor, such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the Transferor. and (b) On each Date of Processing after the date on which the Transferor’s exercise of its discount option takes effect, the Transferor shall, to the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal to the product of (ay) the aggregate Floating Allocation Percentages with respect payments, if any, required to all Series and (bbe made as a result thereof pursuant to Section 3.09(a) the aggregate amount of the Discount Option Receivable Collections processed on such day and (ii) pay to the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables Collections. The deposit made by the Transferor into the Collection Account under the preceding sentence shall be considered a payment of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each Supplement.

Discount Option. (a) The Transferor Transferors shall have the option to designate at any time and from time to time a percentagepercentage or percentages, which may be a fixed percentage or a variable percentage based on a formula (the “"Discount Percentage”"), of the amount all or any specified portion of Receivables arising in the Accounts on or after the date such designation becomes effective that would otherwise constitute Principal Receivables existing on and after a Discount Option Date to be treated as Finance Charge Receivables (“"Discount Option Receivables”"). . (b) As of the Initial Issuance Date, the Transferors hereby exercise such option and designate a Discount Percentage of ___% to be effective as of the Initial Issuance Date and to be applied to all Principal Receivables. (c) The Transferor shall also Transferors have the option of increasing, reducing or withdrawing the Discount Percentage, at any time and from time to timetime and if the Discount Percentage has been withdrawn to again designate a Discount Percentage. (d) Except with respect to the designation of the Discount Percentage on the Initial Issuance Date, on and after the date such designation becomes effective. The Transferor Transferors shall provide to the Servicer, the Trustee, any Series Enhancer Indenture Trustee and each Rating Agency thirty (30) days 30 days' prior written notice of such designation (or reduction or withdrawal), a Discount Option Date and such designation (or reduction or withdrawal) shall become effective on the date designated therein a Discount Option Date only if if, (i) the Transferor shall have delivered Transferors deliver an Officer's Certificate to the Trustee and each Series Enhancer entitled thereto pursuant to the relevant Supplement an Officer’s Certificate of the Transferor stating that the Transferor reasonably believes effect that such designation (or reduction or withdrawal) will not, based on the facts known to such officer at the time of such certification, then cause a Pay Out Event or any event that, after the giving of notice or the lapse of time, would constitute a Pay Out Event to occur with respect to any Series, (ii) the Transferor shall have received written notice from each Rating Agency that such designation (or reduction or withdrawal) will not have a Ratings Effect and shall have delivered copies of each such written notice to the Servicer and the Trustee and (iii) in the case of a reduction or withdrawal, the Transferor shall have delivered to the Trustee an Officer’s Certificate of the Transferor to the effect that, in the reasonable belief of the TransferorTransferors, would not cause an Adverse Effect and (ii) the Rating Agency Condition shall have been satisfied with respect to such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the Transferordesignation. (be) On each Date of Processing after the date on which the Transferor’s exercise of its discount option takes effect, the Transferor shall, to the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal to the product of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount of the Discount Option Receivable Collections processed on such day and (ii) pay to the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables Collections. The deposit made by the Transferor into the Collection Account under the preceding sentence shall be considered a payment treated as Collections of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each Supplement.Receivables. [END OF ARTICLE II]

Discount Option. (a) The Transferor shall have the option to designate at any time a percentage, which may be a fixed percentage or a variable percentage based on a formula (the “Discount Percentage”), of the amount of Receivables arising in the Accounts on or after the date such designation becomes effective that would otherwise constitute Principal Receivables to be treated as Finance Charge Receivables (“Discount Option Receivables”). The Transferor shall also have the option of reducing or withdrawing the Discount Percentage, at any time and from time to time, on and after the date such designation becomes effective. The Transferor shall provide to the Servicer, the Trustee, any Series Enhancer and each Rating Agency thirty (30) days prior written notice of such designation (or reduction or withdrawal), and such designation (or reduction or withdrawal) shall become effective on the date designated therein only if (i) the Transferor shall have delivered to the Trustee and each Series Enhancer entitled thereto pursuant to the relevant Supplement an Officer’s Certificate of the Transferor stating that the Transferor reasonably believes that such designation (or reduction or withdrawal) will not, based on the facts known to such officer at the time of such certification, then cause a Pay Out Event or any event that, after the giving of notice or the lapse of time, would constitute a Pay Out Event to occur with respect to any Series, (ii) the Transferor shall have received written notice from each Rating Agency that such designation (or reduction or withdrawal) will not have a Ratings Effect and shall have delivered copies of each such written notice to the Servicer and the Trustee and (iii) in the case of a reduction or withdrawal, the Transferor shall have delivered to the Trustee an Officer’s Certificate of the Transferor to the effect that, in the reasonable belief of the Transferor, such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the Transferor. (b) On each Date of Processing after the date on which the Transferor’s exercise of its discount option takes effect, the Transferor shall, to the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal to the product of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount of the Discount Option Receivable Collections processed on such day and (ii) pay to the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables Collections. The deposit made by the Transferor into the Collection Account under the preceding sentence shall be considered a payment of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each Supplement.and

Discount Option. (a) The Transferor Transferors shall have the option to designate at any time and from time to time a percentagepercentage or percentages, which may be a fixed percentage or a variable percentage based on a formula (the “"Discount Percentage”"), of the amount all or any specified portion of Principal Receivables arising in the Accounts on or created after the date such designation becomes effective that would otherwise constitute Principal Receivables Discount Option Date to be treated as Finance Charge Receivables (“"Discount Option Receivables”"). The Transferor Transferors shall also have the option of increasing, reducing or withdrawing the Discount Percentage, at any time and from time to time, on and after the date such designation becomes effectiveDiscount Option Date. The Transferor Transferors shall provide to the Servicer, the Trustee, Trustee and any Series Enhancer and each Rating Agency thirty (30) days 30 days' prior written notice of the Discount Option Date and any such designation (or increase, reduction or withdrawal), and such designation (or designation, increase, reduction or withdrawal) withdrawal shall become effective on the date designated therein only if Discount Option Date specified therefor upon satisfaction of the following conditions: (i) the each Transferor shall have delivered to the Trustee and each any Series Enhancer entitled thereto pursuant to the relevant Supplement (if any) an Officer’s 's Certificate of the such Transferor stating that the Transferor reasonably believes that such designation (or reduction or withdrawal) will notcertifying that, based on the upon facts known to such officer Transferor at such time, such designation, increase, reduction or withdrawal will not, at the time of such certificationits occurrence, then cause a Pay Pay-Out Event or any a Reinvestment Event, or an event that, after the giving of with notice or the lapse of timetime or both, would constitute a Pay Pay-Out Event or a Reinvestment Event, to occur with respect to any Series, ; (ii) the Transferor Rating Agency Condition shall have received written notice from each Rating Agency that been satisfied with respect to such designation (or designation, increase, reduction or withdrawal) will not have a Ratings Effect and shall have delivered copies of each such written notice to the Servicer and the Trustee and ; and (iii) only in the case of connection with a reduction or withdrawalwithdrawal of the Discount Percentage, the Transferor Transferors shall have caused an Opinion of Counsel to the effect described in clause (a) of the definition of "Tax Opinion" in Section 1.01 to have been delivered to the Trustee an Officer’s Certificate Trustee. Notwithstanding any of the Transferor foregoing conditions to the effect that, in the reasonable belief designation of the TransferorDiscount Percentage, such reduction or withdrawal beginning on the Substitution Date, the initial Discount Percentage shall not have adverse regulatory or other accounting implications for be 0.0%, and any Collections with respect to Discount Option Receivables in effect after the Transferorclose of business on March 26, 2004 shall be treated as Collections of Principal Receivables. (b) On each Date of Processing after the date on which the Transferor’s exercise of its discount option takes effectAfter any Discount Option Date, the Transferor shall, to the extent required by Section 4.03, (i) deposit into the Collection Account in immediately available funds an amount equal to the product of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount of the Discount Option Receivable Collections processed (calculated using the Discount Percentage specified on such day and (ii) pay to the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables Collections. The deposit made by the Transferor into the Collection Account under the preceding sentence Date) shall be considered a payment treated as Collections of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms of each SupplementReceivables.

Discount Option. (a) The Transferor shall have the option to designate at any time a percentage, which may be a fixed percentage or a variable percentage based on a formula (the “"Discount Percentage”"), not less than 2% and not greater than 4%, of the amount principal balance of Receivables arising all Receivables, other than such amounts that are included in clauses (i) through (vii) of the definition of Finance Charge Receivables, investment earnings on amounts on deposit in the Accounts Equalization Account and Receivables in Defaulted Accounts, arising on or after the date of such designation becomes effective that would otherwise constitute Principal Receivables determination to be treated as Finance Charge Receivables (“Discount Option Receivables”). The Transferor election to exercise this option shall also have the option of reducing or withdrawing the Discount Percentage, at any time and from time to time, on and after the date such designation becomes effectivebe irrevocable. The Transferor shall provide to the Servicer, the Trustee, any Series Enhancer Enhancement Provider and each the Rating Agency thirty (30) days 30 days' prior written notice of such designation (or reduction or withdrawal)designation, and such designation (or reduction or withdrawal) shall become effective on the date designated therein only if (i) unless such designation in the Transferor shall have delivered to the Trustee and each Series Enhancer entitled thereto pursuant to the relevant Supplement an Officer’s Certificate reasonable belief of the Transferor stating that the Transferor reasonably believes that such designation (or reduction or withdrawal) will not, based on the facts known to such officer at the time of such certification, then would cause a Pay Out Event to occur, or any an event thatwhich, after the giving of with notice or the lapse of timetime or both, would constitute a Pay Out Event to occur with respect to any Series, and (ii) only if the Transferor shall have received written notice from each Rating Agency that such designation (or reduction or withdrawal) will not have a Ratings Effect and shall have delivered copies of each such written notice a letter to the Servicer Transferor and the Trustee and (iii) in the case of a reduction or withdrawal, the Transferor shall have delivered to the Trustee an Officer’s Certificate confirming that its then current rating of the Transferor to the effect that, in the reasonable belief Investor Certificates of the Transferor, any Series then outstanding will not be reduced or withdrawn as a result of such reduction or withdrawal shall not have adverse regulatory or other accounting implications for the Transferordesignation. (b) On each Date of Processing after After the date on which the Transferor’s 's exercise of its discount option takes effect, and with respect to Receivables generated on and after such date, the Transferor shallTransferor, to the extent required by in accordance with Section 4.034.3, (i) shall deposit into the Collection Account in immediately available funds an amount equal to the product of (a) the aggregate Floating Allocation Percentages with respect to all Series and (b) the aggregate amount of the Discount Option Receivable Receivables Collections processed on such day and (ii) pay to the Holders of the Transferor Certificates, and if any owner of an interest in the Transferor’s Interest elects to have such interest be uncertificated as provided in Section 6.01 hereof, then to the recorded owner of such uncertificated interest in the Transferor’s Interest, the balance of such Discount Option Receivables Collectionsday. The deposit made by the Transferor into the Collection Account under the preceding sentence shall be considered a payment of such Discount Option Receivables and shall be applied as Finance Charge Receivables in accordance with Article IV and the terms IV. [End of each Supplement.Article II] ARTICLE III