Common use of Discount Option Clause in Contracts

Discount Option. (a) The Transferors shall have the option to designate at any time and from time to time a percentage or percentages, which may be a fixed percentage or a variable percentage (the “Discount Percentage”), of all or any specified portion of Principal Receivables created after the Discount Option Date to be treated as Finance Charge Receivables (“Discount Option Receivables”). The 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 such Discount Option Date. The Transferors shall provide to the Servicer, the Trustee and any Rating Agency 30 days’ prior written notice of the Discount Option Date and any such designation or increase, reduction or withdrawal, and such designation, increase, reduction or withdrawal shall become effective on the Discount Option Date specified therefor upon satisfaction of the following conditions: (i) each Transferor shall have delivered to the Trustee and any Series Enhancer entitled thereto (if any) an Officer’s Certificate of such Transferor certifying that, based upon facts known to such Transferor at such time, such designation, increase, reduction or withdrawal will not, at the time of its occurrence, cause a Pay-Out Event or a Reinvestment Event, or an event that, with notice or the lapse of time or both, would constitute a Pay-Out Event or a Reinvestment Event, to occur with respect to any Series; (ii) the Rating Agency Condition shall have been satisfied with respect to such designation, increase, reduction or withdrawal; and (iii) only in connection with a reduction or withdrawal of the Discount Percentage, the 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. (b) After any Discount Option Date, Discount Option Receivable Collections (calculated using the Discount Percentage specified on such Discount Option Date) shall be treated as Collections of Finance Charge Receivables.

Discount Option. (a) The Transferors Transferor shall have the option to designate at any time and from time to time a percentage or percentagespercentage, which may be a fixed percentage or a variable percentage based on a formula (the “Discount Percentage”), of all the amount of Receivables arising in the Accounts on or any specified portion of after the date such designation becomes effective that would otherwise constitute Principal Receivables created after the Discount Option Date to be treated as Finance Charge Receivables (“Discount Option Receivables”). The Transferors Transferor 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 Discount Option Datedesignation becomes effective. The Transferors Transferor shall provide to the Servicer, the Trustee Trustee, any Series Enhancer and any each Rating Agency 30 days’ thirty (30) days prior written notice of the Discount Option Date and any such designation (or increase, reduction or withdrawal), and such designation, increase, designation (or reduction or withdrawal withdrawal) shall become effective on the Discount Option Date specified therefor upon satisfaction of the following conditions: date designated therein only if (i) each the Transferor shall have delivered to the Trustee and any each Series Enhancer entitled thereto (if any) pursuant to the relevant Supplement an Officer’s Certificate of the Transferor stating that the Transferor reasonably believes that such Transferor certifying thatdesignation (or reduction or withdrawal) will not, based upon on the facts known to such Transferor at such time, such designation, increase, reduction or withdrawal will not, officer at the time of its occurrencesuch certification, then cause a Pay-Pay Out Event or a Reinvestment Event, or an any event that, with after the giving of notice or the lapse of time or bothtime, would constitute a Pay-Pay Out Event or a Reinvestment Event, to occur with respect to any Series; , (ii) the Transferor shall have received written notice from each Rating Agency Condition shall have been satisfied with respect to that such designation, increase, designation (or reduction or withdrawal; and ) will not have a Ratings Effect and shall have delivered copies of each such written notice to the Servicer and the Trustee and (iii) only in connection with the case of a reduction or withdrawal withdrawal, the Transferor shall have delivered to the Trustee an Officer’s Certificate of the Discount Percentage, the Transferors shall have caused an Opinion of Counsel Transferor to the effect described that, in clause (a) the reasonable belief of the definition of “Tax Opinion” in Section 1.01 to Transferor, such reduction or withdrawal shall not have been delivered to adverse regulatory or other accounting implications for the TrusteeTransferor. (b) After any Discount Option DateOn 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 (calculated using ii) pay to the Discount Percentage specified on 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 Date) Receivables Collections. The deposit made by the Transferor into the Collection Account under the preceding sentence shall be treated considered a payment of such Discount Option Receivables and shall be applied as Collections of Finance Charge ReceivablesReceivables in accordance with Article IV and the terms of each Supplement.

Discount Option. (a) The Transferors Transferor shall have the option to designate at any time and from time to time a percentage or percentages, which may be a fixed percentage or a variable percentage based on a formula (the “"Discount Percentage”"), of all or any specified portion of Principal Receivables created after the Discount Option Date to be treated as Finance Charge Receivables (“"Discount Option Receivables”"). The Transferors Transferor shall also have the option of increasing, reducing or withdrawing the Discount Percentage, at any time and from time to time, on and after such Discount Option Date; provided, however, such reduction or withdrawal shall occur only if the Transferor delivers to the Trustee and, in connection with certain Series, the applicable Series Enhancers, a certificate of an authorized representative to the effect that, in the reasonable belief of the Transferor, such reduction or withdrawal would not have adverse regulatory or other accounting implications for the Transferor. The Transferors Transferor shall provide to the Servicer, the Trustee and any Rating Agency 30 days’ ' prior written notice of the Discount Option Date and any such designation or increase, reduction or withdrawalDate, and such designation, increase, reduction or withdrawal designation shall become effective on the Discount Option Date specified therefor upon satisfaction of only if (a) the following conditions: (i) each Transferor shall have has delivered to the Trustee and any such Series Enhancer entitled thereto (if any) a certificate of an Officer’s Certificate of such Transferor certifying authorized representative to the effect that, based upon on the facts known to such Transferor representative at such the time, the Transferor reasonably believes that such designation, increase, designation or reduction or withdrawal will not, not at the time of its occurrence, occurrence cause a Pay-Pay Out Event or a Reinvestment Event, Event or an event that, with notice or the lapse of time or both, would constitute a Pay-Pay Out Event or a Reinvestment Event, to occur with respect to any Series; Series and (iib) the Transferor has received written notice from the Rating Agency that such designation, reduction or withdrawal will satisfy the Rating Agency Condition shall have been satisfied with respect to such designation, increase, reduction or withdrawal; and (iii) only in connection with a reduction or withdrawal of the Discount Percentage, the 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. (b) After any the Discount Option Date, Discount Option Receivable Collections (calculated using the Discount Percentage specified on such Discount Option Date) shall be treated as Collections of Finance Charge Receivables.

Discount Option. (a) The Transferors shall have the option to designate at any time and from time to time a percentage or percentages, which may be a fixed percentage or a variable percentage (the “"Discount Percentage”"), of all or any specified portion of Principal Receivables created after the Discount Option Date to be treated as Finance Charge Receivables (“"Discount Option Receivables”"). The 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 such Discount Option Date. The Transferors shall provide to the Servicer, the Trustee and any Rating Agency 30 days’ ' prior written notice of the Discount Option Date and any such designation or increase, reduction or withdrawal, and such designation, increase, reduction or withdrawal shall become effective on the Discount Option Date specified therefor upon satisfaction of the following conditions: (i) each Transferor shall have delivered to the Trustee and any Series Enhancer entitled thereto (if any) an Officer’s 's Certificate of such Transferor certifying that, based upon facts known to such Transferor at such time, such designation, increase, reduction or withdrawal will not, at the time of its occurrence, cause a Pay-Out Event or a Reinvestment Event, or an event that, with notice or the lapse of time or both, would constitute a Pay-Out Event or a Reinvestment Event, to occur with respect to any Series; (ii) the Rating Agency Condition shall have been satisfied with respect to such designation, increase, reduction or withdrawal; and (iii) only in connection with a reduction or withdrawal of the Discount Percentage, the 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. Notwithstanding any of the foregoing conditions to the designation of the Discount Percentage, beginning on the Substitution Date, and, beginning on such date, the initial Discount Percentage shall be 0.0%, and any Collections with respect to Discount Option Receivables in effect after the close of business on March 26, 2004 shall be treated as Collections of Principal Receivables. (b) After any Discount Option Date, Discount Option Receivable Collections (calculated using the Discount Percentage specified on such Discount Option Date) shall be treated as Collections of Finance Charge Receivables.

Discount Option. (a) The Transferors Transferor shall have the option to designate at any time and from time to time a percentage or percentages, which may be a fixed percentage or a variable percentage based on a formula (the “"Discount Percentage”"), of all or any specified portion of Principal Receivables created after the Discount Option Date to be treated as Finance Charge Receivables (“"Discount Option Receivables”"). The Transferors Transferor shall also have the option of increasing, reducing or withdrawing the Discount Percentage, at any time and from time to time, on and after such Discount Option Date; provided, however, such reduction or withdrawal shall occur only if the Transferor delivers to the Trustee and, in connection with certain Series, the applicable Series Enhancers, a certificate of an authorized representative to the effect that, in the reasonable belief of the Transferor, such reduction or withdrawal would not have adverse regulatory or other accounting implications for the Transferor. The Transferors Transferor shall provide to the Servicer, the Trustee and any Rating Agency 30 days’ ' prior written notice of the Discount Option Date and any such designation or increase, reduction or withdrawalDate, and such designation, increase, reduction or withdrawal designation shall become effective on the Discount Option Date specified therefor upon satisfaction of only if (a) the following conditions: (i) each Transferor shall have has delivered to the Trustee and any such Series Enhancer entitled thereto (if any) a certificate of an Officer’s Certificate of such Transferor certifying authorized representative to the effect that, based upon on the facts known to such Transferor representative at such the time, the Transferor reasonably believes that such designation, increase, designation or reduction or withdrawal will not, not at the time of its occurrence, occurrence cause a Pay-Pay Out Event or a Reinvestment Event, Event or an event that, with notice or the lapse of time or both, would constitute a Pay-Pay Out Event or a Reinvestment Event, to occur with respect to any Series; Series and (iib) the Transferor has received written notice from each Rating Agency that such designation, reduction or withdrawal will satisfy the Rating Agency Condition shall have been satisfied with respect to such designation, increase, reduction or withdrawal; and (iii) only in connection with a reduction or withdrawal of the Discount Percentage, the 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 TrusteeCondition. (b) After any the Discount Option Date, Discount Option Receivable Collections (calculated using the Discount Percentage specified on such Discount Option Date) shall be treated as Collections of Finance Charge Receivables.

Discount Option. (a) The Transferors shall have the option to designate at any time and from time to time a percentage or percentages, which may be a fixed percentage or a variable percentage (the “"Discount Percentage”"), of all or any specified portion of Principal Receivables created after the Discount Option Date to be treated as Finance Charge Receivables (“"Discount Option Receivables”"). The 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 such Discount Option Date. The Transferors shall provide to the Servicer, the Trustee and any Rating Agency 30 days’ ' prior written notice of the Discount Option Date and any such designation or increase, reduction or withdrawal, and such designation, increase, reduction or withdrawal shall become effective on the Discount Option Date specified therefor upon satisfaction of the following conditions: (i) each Transferor shall have delivered to the Trustee and any Series Enhancer entitled thereto (if any) an Officer’s 's Certificate of such Transferor certifying that, based upon facts known to such Transferor at such time, such designation, increase, reduction or withdrawal will not, at the time of its occurrence, cause a Pay-Out Event or a Reinvestment Event, or an event that, with notice or the lapse of time or both, would constitute a Pay-Out Event or a Reinvestment Event, to occur with respect to any Series; (ii) the Rating Agency Condition shall have been satisfied with respect to such designation, increase, reduction or withdrawal; and (iii) only in connection with a reduction or withdrawal of the Discount Percentage, the 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. Notwithstanding any of the foregoing conditions to the designation of the Discount Percentage, beginning on the Substitution Date, the initial Discount Percentage shall be 0.0%, and any Collections with respect to Discount Option Receivables in effect after the close of business on March 26, 2004 shall be treated as Collections of Principal Receivables. (b) After any Discount Option Date, Discount Option Receivable Collections (calculated using the Discount Percentage specified on such Discount Option Date) shall be treated as Collections of Finance Charge Receivables.

Discount Option. (a) The Transferors Transferor shall have the option to designate at any time and from time to time a percentage or percentages, which may be a fixed percentage or a variable percentage based on a formula (the “"Discount Percentage”"), of all or any specified portion of the Collections of Principal Receivables created received after the Discount Option Date to be treated as Collections of Finance Charge Receivables (“"Discount Option Receivables”Collections"). The Transferors Transferor shall also have the option of increasing, reducing or withdrawing the Discount Percentage, at any time and from time to time, on and after such Discount Option Date. The Transferors If the Transferor, pursuant to the first Series Supplement, designates a Discount Percentage to be effective on the Initial Closing Date, then such Discount Percentage shall be effective as of the Initial Closing Date and the Initial Closing Date shall be a Discount Option Date. Thereafter the Transferor shall provide to the Servicer, the Trustee and any Rating Agency 30 days’ ' prior written notice of any change in the Discount Option Date Percentage and any the date on which such designation or increase, reduction or withdrawal, change will become effective and such designation, increase, reduction or withdrawal shall change will become effective on the Discount Option Date specified therefor upon satisfaction of the following conditions: designated date (i) each unless such designation in the reasonable belief of the Transferor shall have delivered to the Trustee and any Series Enhancer entitled thereto (if any) an Officer’s Certificate of such Transferor certifying that, based upon facts known to such Transferor at such time, such designation, increase, reduction or withdrawal will not, at the time of its occurrence, would cause a Pay-Pay Out Event or a Reinvestment EventEvent with respect to any Series to occur, or an event thatwhich, with notice or the lapse of time or both, would constitute a Pay-Pay Out Event or a Reinvestment Event, to occur Event with respect to any Series; Series and (ii) if such designation would cause the Discount Percentage to be greater than [3]% or less than [1] %, only if the Rating Agency Condition shall have been satisfied with respect to such designation, increase, reduction or withdrawal; and (iii) only in connection with a reduction or withdrawal of the Discount Percentage, the 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. (b) After any the Discount Option Date, Discount Option Receivable Collections (calculated using the Discount Percentage specified on such Discount Option Date) shall be treated as Collections of Finance Charge Receivables.

Discount Option. (a) The Transferors Transferor shall have the option to designate at any time and from time to time a percentage or percentages, which may be a fixed percentage or a variable percentage based on a formula (the “"Discount Percentage”"), of all or any specified portion of Principal Receivables created after the Discount Option Date to be treated as Finance Charge Receivables (“"Discount Option Receivables”"). The Transferors Transferor shall also have the option of increasing, reducing or withdrawing the Discount Percentage, at any time and from time to time, on and after such Discount Option Date. The Transferors Transferor shall provide thirty (30) days prior written notice of any such change in the Discount Percentage and the related Discount Option Date to the Servicer, the Owner Trustee, the Indenture Trustee and any Rating Agency 30 days’ prior written notice of and such change in the Discount Option Date and any such designation or increase, reduction or withdrawal, and such designation, increase, reduction or withdrawal Percentage shall become effective on the such Discount Option Date specified therefor upon satisfaction of the following conditions: (i) each unless such designation in the reasonable belief of the Transferor shall have delivered would cause an Early Redemption Event or Reinvestment Event or Event of Default with respect to the Trustee and any Series Enhancer entitled thereto (if any) an Officer’s Certificate of such Transferor certifying that, based upon facts known to such Transferor at such time, such designation, increase, reduction or withdrawal will not, at the time of its occurrence, cause a Pay-Out Event or a Reinvestment Eventoccur, or an event thatwhich, with notice or the lapse of time or both, would constitute a Pay-Out an Early Redemption Event or a Reinvestment Event, to occur Event or Event of Default with respect to any Series; Series and (ii) only if the Rating Agency Condition shall have been satisfied with respect to such designation, increase, reduction or withdrawal; and (iii) only in connection with a reduction or withdrawal of the Discount Percentage, the 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. (b) After any the Discount Option Date, Discount Option Receivable Collections (calculated using the Discount Percentage specified on such Discount Option Date) Collections, if any, shall be treated as Collections of Finance Charge Receivables.

Discount Option. (a) The Transferors Seller shall have the option to designate at any time and from time to time a percentage Discount Percentage of the amount of Receivables arising in the Accounts on or percentages, which may be a fixed percentage or a variable percentage (after the “Discount Percentage”), of all or any specified portion of date such designation becomes effective that would otherwise constitute Principal Receivables created after the Discount Option Date to be treated as Finance Charge Receivables (“Discount Option Receivables”). The Transferors Seller 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 Discount Option Datedesignation becomes effective. The Transferors Seller shall provide to the Servicer, the Trust, the Indenture Trustee and each Rating Agency, and each Series Enhancer or other person entitled thereto pursuant to any Rating Agency applicable Supplement, 30 days’ prior written notice of the Discount Option Date and any such designation (or increase, reduction or withdrawal), and such designation, increase, designation (or reduction or withdrawal withdrawal) shall become effective on the Discount Option Date specified therefor upon satisfaction of the following conditionsdate designated therein only if: (i) each Transferor shall have delivered to the Trustee and any Series Enhancer entitled thereto (if any) an Officer’s Certificate of such Transferor certifying that, based upon facts known to such Transferor at such time, such designation, increase, reduction or withdrawal will not, at the time of its occurrence, cause a Pay-Out Event or a Reinvestment Event, or an event that, with notice or the lapse of time or both, would constitute a Pay-Out Event or a Reinvestment Event, to occur with respect to any Series; (ii) the Rating Agency Condition shall have been satisfied with in respect to of such designation, increase, designation (or reduction or withdrawal); (ii) the Seller shall have delivered to the Trust and the Indenture Trustee, and each Series Enhancer or other person entitled thereto pursuant to any applicable Supplement, an Officer’s Certificate of the Seller stating that, in the 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 not result in the occurrence of an Amortization Event or a Series Amortization Event, or any event that, after the giving of notice or lapse of time or both, would result in the occurrence of an Amortization Event or a Series Amortization Event; and (iii) only in connection with the case of a reduction or withdrawal of the Discount Percentagewithdrawal, the Transferors Seller 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 TrusteeTrust and the Indenture Trustee an Officer’s Certificate of the Seller stating that, in the 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 reduction or withdrawal shall not have adverse regulatory or other accounting implications for the Seller. (b) After any On each Date of Processing after the date on which the Seller’s exercise of its discount option takes effect, the Seller shall, to the extent required by section 3.5 of the Trust Indenture, (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 DateReceivables Collections processed on such day, Discount Option Receivable Collections and (calculated using ii) pay to the Discount Percentage specified on holder of the Seller Indebtedness the balance of such Discount Option Date) Receivables Collections on account of the Trust’s obligations under the Seller Indebtedness. The deposit made by the Seller into the Collection Account under the preceding sentence shall be treated considered a payment of such Discount Option Receivables and shall be applied as Collections of Finance Charge ReceivablesReceivables in accordance with Article 3 of the Trust Indenture and the terms of each Supplement.

Discount Option. (a) The Transferors Transferor shall have the option to designate at any time and from time to time a percentage or percentages, which may be a fixed percentage or a variable percentage based on a formula (the “Discount Percentage”), of all or any specified portion of Principal Receivables created existing on or after the Discount Option Date to be treated as Finance Charge Receivables (“Discount Option Receivables”). The Transferors shall also have As of the Initial Issuance Date, the Transferor hereby exercises such option and designates a Discount Percentage of increasing5.0% to be effective as of the Initial Issuance Date and to be applied to all Principal Receivables. Subject to the conditions specified below, reducing the Transferor may, without notice to or withdrawing the consent of any Noteholder, from time to time, increase, reduce or 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 . The Transferor shall provide thirty (30) days prior written notice of any such change in the Discount Percentage and after such the related Discount Option Date. The Transferors shall provide Date to the Servicer, the Owner Trustee, the Indenture Trustee and any Rating Agency 30 days’ prior written notice of and such change in the Discount Option Date and any such designation or increase, reduction or withdrawal, and such designation, increase, reduction or withdrawal Percentage shall become effective on the such Discount Option Date specified therefor upon satisfaction of the following conditions: (i) each unless such designation in the reasonable belief of the Transferor shall have delivered to the Trustee and any Series Enhancer entitled thereto (if any) an Officer’s Certificate of such Transferor certifying that, based upon facts known to such Transferor at such time, such designation, increase, reduction or withdrawal will not, at the time of its occurrence, would cause a Pay-Pay Out Event or a Reinvestment EventEvent of Default with respect to any Series to occur, or an event thatwhich, with notice or the lapse of time or both, would constitute a Pay-Pay Out Event or a Reinvestment Event, to occur Event of Default with respect to any Series; Series and (ii) only if the Rating Agency Condition shall have been satisfied with respect to such designation, increase, reduction or withdrawal; and (iii) only in connection with a reduction or withdrawal of the Discount Percentage, the 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. (b) After any On each Date of Processing, Collections of Discount Option DateReceivables, Discount Option Receivable Collections (calculated using the Discount Percentage specified on such Discount Option Date) if any, shall be treated as Collections of Finance Charge Receivables.

Discount Option. (a) The Transferors Transferor shall have the option to designate at any time and from time to time a percentage or percentages, which may be a fixed percentage or a variable percentage based on a formula (the “"Discount Percentage”"), of all or any specified portion of Principal Receivables created after the Discount Option Date to be treated as Finance Charge Receivables (“"Discount Option Receivables”"). The Transferors Transferor shall also have the option of increasing, reducing or withdrawing the Discount Percentage, at any time and from time to time, on and after such Discount Option Date; provided, however, such reduction or withdrawal shall occur only if the Transferor delivers to the Trustee and, in connection with certain Series, the applicable Series Enhancers, a certificate of an authorized representative to the effect that, in the reasonable belief of the Transferor, such reduction or withdrawal would not have adverse regulatory or other accounting implications for the Transferor. The Transferors Transferor shall provide to the Servicer, the Trustee and any Rating Agency 30 days’ ' prior written notice of the Discount Option Date and any such designation or increase, reduction or withdrawalDate, and such designation, increase, reduction or withdrawal designation shall become effective on the Discount Option Date specified therefor upon satisfaction of only if (a) the following conditions: (i) each Transferor shall have has delivered to the Trustee and any such Series Enhancer entitled thereto (if any) a certificate of an Officer’s Certificate of such Transferor certifying authorized representative to the effect that, based upon on the facts known to such Transferor representative at such the time, the Transferor reasonably believes that such designation, increase, designation or reduction or withdrawal will not, not at the time of its occurrence, occurrence cause a Pay-Pay Out Event or a Reinvestment Event, Event or an event that, with notice or the lapse of time or both, would constitute a Pay-Pay Out Event or a Reinvestment Event, to occur with respect to any Series; Series and (iib) the Transferor has received written notice from each Rating Agency that such designation, reduction or withdrawal will satisfy the Rating Agency Condition shall have been satisfied with respect to such designation, increase, reduction or withdrawal; and (iii) only in connection with a reduction or withdrawal of the Discount Percentage, the 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. (b) After any the Discount Option Date, Discount Option Receivable Collections (calculated using the Discount Percentage specified on such Discount Option Date) shall be treated as Collections of Finance Charge Receivables.

Discount Option. (a) The Transferors Transferor shall have the option to designate at any time and from time to time a percentage or percentages, which may be a fixed percentage or a variable percentage based on a formula (the “Discount Percentage”), of all or any specified portion of Collections of Principal Receivables created after the Discount Option Date to be treated as Collections of Finance Charge Receivables (“Discount Option ReceivablesCollections”). The Transferors shall also have As of the Initial Issuance Date, the Transferor hereby exercises such option and designates a Discount Percentage of increasing4.0% to be effective as of the Initial Issuance Date and to be applied to all Principal Receivables. Subject to the conditions specified below, reducing the Transferor may, without notice to or withdrawing the consent of any Noteholder, from time to time, increase, reduce or 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 . The Transferor shall provide thirty (30) days prior written notice of any such change in the Discount Percentage and after such the related Discount Option Date. The Transferors shall provide Date to the Servicer, the Owner Trustee, the Indenture Trustee and any Rating Agency 30 days’ prior written notice of and such change in the Discount Option Date and any such designation or increase, reduction or withdrawal, and such designation, increase, reduction or withdrawal Percentage shall become effective on the such Discount Option Date specified therefor upon satisfaction of the following conditions: (i) each unless such designation in the reasonable belief of the Transferor shall have delivered to the Trustee and any Series Enhancer entitled thereto (if any) an Officer’s Certificate of such Transferor certifying that, based upon facts known to such Transferor at such time, such designation, increase, reduction or withdrawal will not, at the time of its occurrence, would cause a Pay-Pay Out Event or a Reinvestment EventEvent of Default with respect to any Series to occur, or an event thatwhich, with notice or the lapse of time or both, would constitute a Pay-Pay Out Event or a Reinvestment Event, to occur Event of Default with respect to any Series; Series and (ii) only if the Rating Agency Condition shall have been satisfied with respect to such designation, increase, reduction or withdrawal; and (iii) only in connection with a reduction or withdrawal of the Discount Percentage, the 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. (b) After any Discount Option DateOn each Date of Processing, Discount Option Receivable Collections (calculated using the Discount Percentage specified on such Discount Option Date) Collections, if any, shall be treated as Collections of Finance Charge Receivables.. [END OF ARTICLE II]