Common use of Distributions Following Acceleration Clause in Contracts

Distributions Following Acceleration. If the Notes are accelerated after an Event of Default with respect to Group 1, on each Payment Date starting with the Payment Date relating to the Collection Period in which the Notes are accelerated, the Note Paying Agent will (based on the information in the most recent Monthly Investor Report) withdraw from the Series 2024-1 Accounts and make deposits and payments, to the extent of Series 2024-1 Available Funds and funds in the Series 2024-1 Accounts for the related Collection Period, in the following order of priority (pro rata to the Persons within each priority level based on the amounts due except as stated): (i) first, pro rata, (A) to the Indenture Trustee, all amounts due to the Indenture Trustee, including fees, expenses and indemnities, (B) to the Master Collateral Agent and the Owner Trustee, the Series 2024-1 Group Allocated Percentage of all amounts due to such parties, including fees, expenses and indemnities and (C) to the Asset Representations Reviewer, (i) the Series 2024-1 ARR Series Allocation Percentage of all amounts due to the Asset Representations Reviewer, including fees (excluding any Supplemental ARR Fee and including fees due in connection with any Asset Representations Review of Group 1 Receivables), expenses and indemnities and (ii) the Series 2024-1 Supplemental ARR Series Allocation Percentage of the Supplemental ARR Fee; (ii) second, (A) to the Servicer, the Series 2024-1 Allocation Percentage of the Servicing Fee and (B) to any Successor Servicer, the Series 2024-1 Group Allocated Percentage of a one-time Successor Servicer engagement fee of $150,000, payable on the first Payment Date following its assumption of duties as Successor Servicer; (iii) third, to the Noteholders of Class A-1a Notes and Class A-1b Notes, the aggregate Accrued Note Interest for the Class A-1a Notes and the Class A-1b Notes, pro rata, based on the Accrued Note Interest due on each such Class of Notes; (iv) fourth, to the Noteholders of Class A-1a Notes and the Class A-1b Notes, pro rata, based on the Note Balance of each such Class of Notes, in payment of principal until the aggregate Note Balance of the Class A-1a Notes and the Class A-1b Notes is reduced to zero; (v) fifth, to the Noteholders of Class B Notes, the Accrued Note Interest for the Class B Notes; (vi) sixth, to the Noteholders of Class B Notes in payment of principal until the Note Balance of the Class B Notes is reduced to zero; (vii) seventh, to the Noteholders of Class C Notes, the Accrued Note Interest for the Class C Notes; (viii) eighth, to the Noteholders of Class C Notes in payment of principal until the Note Balance of the Class C Notes is reduced to zero; (ix) ninth, to any Successor Servicer, the Additional Series Successor Servicer Fee, if any; (x) tenth, to the Noteholders, any accrued and unpaid Additional Interest Amounts due on the Notes, payable first, to the Class A Notes, pro rata, based on the amount of interest due to the Class A-1a Notes and Class A-1b Notes, then to the Class B Notes and then to the Class C Notes; (xi) eleventh, to the Noteholders, any Make-Whole Payments due on the Notes, payable in the order set forth under Section 8.2(d)(ii); (xii) twelfth, to any other parties as the Administrator has identified, any remaining expenses of the Trust, up to the Series 2024-1 Group Allocated Percentage of such amounts; (xiii) thirteenth, if applicable, to any Letter of Credit Provider, all amounts due, including (x) fees due to such Letter of Credit Provider and (y) expenses and indemnities due to such Letter of Credit Provider; and (xiv) fourteenth, to the Class R Interest, any remaining amounts.

Distributions Following Acceleration. If the Notes are accelerated after an Event of Default with respect to Group 1, on each Payment Date starting with the Payment Date relating to the Collection Period in which the Notes are accelerated, the Note Paying Agent will (based on the information in the most recent Monthly Investor Report) withdraw from the Series 20242023-1 7 Accounts and make deposits and payments, to the extent of Series 20242023-1 7 Available Funds and funds in the Series 20242023-1 7 Accounts for the related Collection Period, in the following order of priority (pro rata to the Persons within each priority level based on the amounts due except as stated): (i) first, pro rata, (A) to the Indenture Trustee, all amounts due to the Indenture Trustee, including fees, expenses and indemnities, (B) to the Master Collateral Agent and the Owner Trustee, the Series 20242023-1 7 Group Allocated Percentage of all amounts due to such parties, including fees, expenses and indemnities and (C) to the Asset Representations Reviewer, (i) the Series 20242023-1 7 ARR Series Allocation Percentage of all amounts due to the Asset Representations Reviewer, including fees (excluding any Supplemental ARR Fee and including fees due in connection with any Asset Representations Review of Group 1 Receivables), expenses and indemnities and (ii) the Series 20242023-1 7 Supplemental ARR Series Allocation Percentage of the Supplemental ARR Fee; (ii) second, (A) to the Servicer, the Series 20242023-1 7 Allocation Percentage of the Servicing Fee and (B) to any Successor Servicer, the Series 20242023-1 7 Group Allocated Percentage of a one-time Successor Servicer engagement fee of $150,000, payable on the first Payment Date following its assumption of duties as Successor Servicer; (iii) third, to the Noteholders of Class A-1a Notes and Class A-1b Notes, the aggregate Accrued Note Interest for the Class A-1a Notes and the Class A-1b Notes, pro rata, based on the Accrued Note Interest due on each such Class of Notes; (iv) fourth, to the Noteholders of Class A-1a Notes and the Class A-1b Notes, pro rata, based on the Note Balance of each such Class of Notes, in payment of principal until the aggregate Note Balance of the Class A-1a Notes and the Class A-1b Notes is reduced to zero; (v) fifth, to the Noteholders of Class B Notes, the Accrued Note Interest for the Class B Notes; (vi) sixth, to the Noteholders of Class B Notes in payment of principal until the Note Balance of the Class B Notes is reduced to zero; (vii) seventh, to the Noteholders of Class C Notes, the Accrued Note Interest for the Class C Notes; (viii) eighth, to the Noteholders of Class C Notes in payment of principal until the Note Balance of the Class C Notes is reduced to zero; (ix) ninth, to any Successor Servicer, the Additional Series Successor Servicer Fee, if any; (x) tenth, to the Noteholders, any accrued and unpaid Additional Interest Amounts due on the Notes, payable first, to the Class A Notes, pro rata, based on the amount of interest due to the Class A-1a Notes and Class A-1b Notes, then to the Class B Notes and then to the Class C Notes; (xi) eleventh, to the Noteholders, any Make-Whole Payments due on the Notes, payable in the order set forth under Section 8.2(d)(ii); (xii) twelfth, to any other parties as the Administrator has identified, any remaining expenses of the Trust, up to the Series 20242023-1 7 Group Allocated Percentage of such amounts; (xiii) thirteenth, if applicable, to any Letter of Credit Provider, all amounts due, including (x) fees due to such Letter of Credit Provider and (y) expenses and indemnities due to such Letter of Credit Provider; and (xiv) fourteenth, to the Class R Interest, any remaining amounts.

Distributions Following Acceleration. If the Notes are accelerated after an Event of Default with respect to Group 1, on each Payment Date starting with the Payment Date relating to the Collection Period in which the Notes are accelerated, the Note Paying Agent will (based on the information in the most recent Monthly Investor Report) withdraw from the Series 20242023-1 2 Accounts and make deposits and payments, to the extent of Series 20242023-1 2 Available Funds and funds in the Series 20242023-1 2 Accounts for the related Collection Period, in the following order of priority (pro rata to the Persons within each priority level based on the amounts due except as stated): (i) first, pro rata, (A) to the Indenture Trustee, all amounts due to the Indenture Trustee, including fees, expenses and indemnities, (B) to the Master Collateral Agent and the Owner Trustee, the Series 20242023-1 2 Group Allocated Percentage of all amounts due to such parties, including fees, expenses and indemnities and (C) to the Asset Representations Reviewer, (i) the Series 20242023-1 2 ARR Series Allocation Percentage of all amounts due to the Asset Representations Reviewer, including fees (excluding any Supplemental ARR Fee and including fees due in connection with any Asset Representations Review of Group 1 Receivables), expenses and indemnities and (ii) the Series 20242023-1 2 Supplemental ARR Series Allocation Percentage of the Supplemental ARR Fee; (ii) second, (A) to the Servicer, the Series 20242023-1 2 Allocation Percentage of the Servicing Fee and (B) to any Successor Servicer, the Series 20242023-1 2 Group Allocated Percentage of a one-time Successor Servicer engagement fee of $150,000, payable on the first Payment Date following its assumption of duties as Successor Servicer; (iii) third, to the Noteholders of Class A-1a Notes and Class A-1b A Notes, the aggregate Accrued Note Interest for the Class A-1a Notes and the Class A-1b Notes, pro rata, based on the Accrued Note Interest due on each such Class of A Notes; (iv) fourth, to the Noteholders of Class A-1a A Notes and the Class A-1b Notes, pro rata, based on the Note Balance of each such Class of Notes, in payment of principal until the aggregate Note Balance of the Class A-1a Notes and the Class A-1b A Notes is reduced to zero; (v) fifth, to the Noteholders of Class B Notes, the Accrued Note Interest for the Class B Notes; (vi) sixth, to the Noteholders of Class B Notes in payment of principal until the Note Balance of the Class B Notes is reduced to zero; (vii) seventh, to the Noteholders of Class C Notes, the Accrued Note Interest for the Class C Notes; (viii) eighth, to the Noteholders of Class C Notes in payment of principal until the Note Balance of the Class C Notes is reduced to zero; (ix) ninth, to any Successor Servicer, the Additional Series Successor Servicer Fee, if any; (x) tenth, to the Noteholders, any accrued and unpaid Additional Interest Amounts due on the Notes, payable first, to the Class A Notes, pro rata, based on the amount of interest due to the Class A-1a Notes and Class A-1b Notes, then to the Class B Notes and then to the Class C Notes; (xi) eleventh, to the Noteholders, any Make-Whole Payments due on the Notes, payable in the order set forth under Section 8.2(d)(ii); (xii) twelfth, to any other parties as the Administrator has identified, any remaining expenses of the Trust, up to the Series 20242023-1 2 Group Allocated Percentage of such amounts; (xiii) thirteenth, if applicable, to any Letter of Credit Provider, all amounts due, including (x) fees due to such Letter of Credit Provider and (y) expenses and indemnities due to such Letter of Credit Provider; and (xiv) fourteenth, to the Class R Interest, any remaining amounts.

Distributions Following Acceleration. If the Notes are accelerated after an Event of Default with respect to Group 1, on each Payment Date starting with the Payment Date relating to the Collection Period in which the Notes are accelerated, the Note Paying Agent will (based on the information in the most recent Monthly Investor Report) withdraw from the Series 20242023-1 Accounts and make deposits and payments, to the extent of Series 20242023-1 Available Funds and funds in the Series 20242023-1 Accounts for the related Collection Period, in the following order of priority (pro rata to the Persons within each priority level based on the amounts due except as stated): (i) first, pro rata, (A) to the Indenture Trustee, all amounts due to the Indenture Trustee, including fees, expenses and indemnities, (B) to the Master Collateral Agent and the Owner Trustee, the Series 20242023-1 Group Allocated Percentage of all amounts due to such parties, including fees, expenses and indemnities and (C) to the Asset Representations Reviewer, (i) the Series 20242023-1 ARR Series Allocation Percentage of all amounts due to the Asset Representations Reviewer, including fees (excluding any Supplemental ARR Fee and including fees due in connection with any Asset Representations Review of Group 1 Receivables), expenses and indemnities and (ii) the Series 20242023-1 Supplemental ARR Series Allocation Percentage of the Supplemental ARR Fee; (ii) second, (A) to the Servicer, the Series 20242023-1 Allocation Percentage of the Servicing Fee and (B) to any Successor Servicer, the Series 20242023-1 Group Allocated Percentage of a one-time Successor Servicer engagement fee of $150,000, payable on the first Payment Date following its assumption of duties as Successor Servicer; (iii) third, to the Noteholders of Class A-1a Notes and Class A-1b A Notes, the aggregate Accrued Note Interest for the Class A-1a Notes and the Class A-1b Notes, pro rata, based on the Accrued Note Interest due on each such Class of A Notes; (iv) fourth, to the Noteholders of Class A-1a A Notes and the Class A-1b Notes, pro rata, based on the Note Balance of each such Class of Notes, in payment of principal until the aggregate Note Balance of the Class A-1a Notes and the Class A-1b A Notes is reduced to zero; (v) fifth, to the Noteholders of Class B Notes, the Accrued Note Interest for the Class B Notes; (vi) sixth, to the Noteholders of Class B Notes in payment of principal until the Note Balance of the Class B Notes is reduced to zero; (vii) seventh, to the Noteholders of Class C Notes, the Accrued Note Interest for the Class C Notes; (viii) eighth, to the Noteholders of Class C Notes in payment of principal until the Note Balance of the Class C Notes is reduced to zero; (ix) ninth, to any Successor Servicer, the Additional Series Successor Servicer Fee, if any; (x) tenth, to the Noteholders, any accrued and unpaid Additional Interest Amounts due on the Notes, payable first, to the Class A Notes, pro rata, based on the amount of interest due to the Class A-1a Notes and Class A-1b Notes, then to the Class B Notes and then to the Class C Notes; (xi) eleventh, to the Noteholders, any Make-Whole Payments due on the Notes, payable in the order set forth under Section 8.2(d)(ii); (xii) twelfth, to any other parties as the Administrator has identified, any remaining expenses of the Trust, up to the Series 20242023-1 Group Allocated Percentage of such amounts; (xiii) thirteenth, if applicable, to any Letter of Credit Provider, all amounts due, including (x) fees due to such Letter of Credit Provider and (y) expenses and indemnities due to such Letter of Credit Provider; and (xiv) fourteenth, to the Class R Interest, any remaining amounts.

Distributions Following Acceleration. If the Notes are accelerated after an Event of Default with respect to Group 1, on each Payment Date starting with the Payment Date relating to the Collection Period in which the Notes are accelerated, the Note Paying Agent will (based on the information in the most recent Monthly Investor Report) withdraw from the Series 20242022-1 7 Accounts and make deposits and payments, to the extent of Series 20242022-1 7 Available Funds and funds in the Series 20242022-1 7 Accounts for the related Collection Period, in the following order of priority (pro rata to the Persons within each priority level based on the amounts due except as stated): (i) first, pro rata, (A) to the Indenture Trustee, all amounts due to the Indenture Trustee, including fees, expenses and indemnities, (B) to the Master Collateral Agent and the Owner Trustee, the Series 20242022-1 7 Group Allocated Percentage of all amounts due to such parties, including fees, expenses and indemnities and (C) to the Asset Representations Reviewer, (i) the Series 20242022-1 7 ARR Series Allocation Percentage of all amounts due to the Asset Representations Reviewer, including fees (excluding any Supplemental ARR Fee and including fees due in connection with any Asset Representations Review of Group 1 Receivables), expenses and indemnities and (ii) the Series 20242022-1 7 Supplemental ARR Series Allocation Percentage of the Supplemental ARR Fee; (ii) second, (A) to the Servicer, the Series 20242022-1 7 Allocation Percentage of the Servicing Fee and (B) to any Successor Servicer, the Series 20242022-1 7 Group Allocated Percentage of a one-time Successor Servicer engagement fee of $150,000, payable on the first Payment Date following its assumption of duties as Successor Servicer; (iii) third, to the Noteholders of Class A-1a Notes and Class A-1b Notes, the aggregate Accrued Note Interest for the Class A-1a Notes and the Class A-1b Notes, pro rata, based on the Accrued Note Interest due on each such Class of Notes; (iv) fourth, to the Noteholders of Class A-1a Notes and the Class A-1b Notes, pro rata, based on the Note Balance of each such Class of Notes, in payment of principal until the aggregate Note Balance of the Class A-1a Notes and the Class A-1b Notes is reduced to zero; (v) fifth, to the Noteholders of Class B Notes, the Accrued Note Interest for the Class B Notes; (vi) sixth, to the Noteholders of Class B Notes in payment of principal until the Note Balance of the Class B Notes is reduced to zero; (vii) seventh, to the Noteholders of Class C Notes, the Accrued Note Interest for the Class C Notes; (viii) eighth, to the Noteholders of Class C Notes in payment of principal until the Note Balance of the Class C Notes is reduced to zero; (ix) ninth, to any Successor Servicer, the Additional Series Successor Servicer Fee, if any; (x) tenth, to the Noteholders, any accrued and unpaid Additional Interest Amounts due on the Notes, payable first, to the Class A Notes, pro rata, based on the amount of interest due to the Class A-1a Notes and Class A-1b Notes, then to the Class B Notes and then to the Class C Notes; (xi) eleventh, to the Noteholders, any Make-Whole Payments due on the Notes, payable in the order set forth under Section 8.2(d)(ii); (xii) twelfth, to any other parties as the Administrator has identified, any remaining expenses of the Trust, up to the Series 20242022-1 7 Group Allocated Percentage of such amounts; (xiii) thirteenth, if applicable, to any Letter of Credit Provider, all amounts due, including (x) fees due to such Letter of Credit Provider and (y) expenses and indemnities due to such Letter of Credit Provider; and (xiv) fourteenth, to the Class R Interest, any remaining amounts.

Distributions Following Acceleration. If the Notes are accelerated after an Event of Default with respect to Group 1, on each Payment Date starting with the Payment Date relating to the Collection Period in which the Notes are accelerated, the Note Paying Agent will (based on the information in the most recent Monthly Investor Report) withdraw from the Series 2024-1 3 Accounts and make deposits and payments, to the extent of Series 2024-1 3 Available Funds and funds in the Series 2024-1 3 Accounts for the related Collection Period, in the following order of priority (pro rata to the Persons within each priority level based on the amounts due except as stated): (i) first, pro rata, (A) to the Indenture Trustee, all amounts due to the Indenture Trustee, including fees, expenses and indemnities, (B) to the Master Collateral Agent and the Owner Trustee, the Series 2024-1 3 Group Allocated Percentage of all amounts due to such parties, including fees, expenses and indemnities and (C) to the Asset Representations Reviewer, (i) the Series 2024-1 3 ARR Series Allocation Percentage of all amounts due to the Asset Representations Reviewer, including fees (excluding any Supplemental ARR Fee and including fees due in connection with any Asset Representations Review of Group 1 Receivables), expenses and indemnities and (ii) the Series 2024-1 3 Supplemental ARR Series Allocation Percentage of the Supplemental ARR Fee; (ii) second, (A) to the Servicer, the Series 2024-1 3 Allocation Percentage of the Servicing Fee and (B) to any Successor Servicer, the Series 2024-1 3 Group Allocated Percentage of a one-time Successor Servicer engagement fee of $150,000, payable on the first Payment Date following its assumption of duties as Successor Servicer; (iii) third, to the Noteholders of Class A-1a Notes and Class A-1b Notes, the aggregate Accrued Note Interest for the Class A-1a Notes and the Class A-1b Notes, pro rata, based on the Accrued Note Interest due on each such Class of Notes; (iv) fourth, to the Noteholders of Class A-1a Notes and the Class A-1b Notes, pro rata, based on the Note Balance of each such Class of Notes, in payment of principal until the aggregate Note Balance of the Class A-1a Notes and the Class A-1b Notes is reduced to zero; (v) fifth, to the Noteholders of Class B Notes, the Accrued Note Interest for the Class B Notes; (vi) sixth, to the Noteholders of Class B Notes in payment of principal until the Note Balance of the Class B Notes is reduced to zero; (vii) seventh, to the Noteholders of Class C Notes, the Accrued Note Interest for the Class C Notes; (viii) eighth, to the Noteholders of Class C Notes in payment of principal until the Note Balance of the Class C Notes is reduced to zero; (ix) ninth, to any Successor Servicer, the Additional Series Successor Servicer Fee, if any; (x) tenth, to the Noteholders, any accrued and unpaid Additional Interest Amounts due on the Notes, payable first, to the Class A Notes, pro rata, based on the amount of interest due to the Class A-1a Notes and Class A-1b Notes, then to the Class B Notes and then to the Class C Notes; (xi) eleventh, to the Noteholders, any Make-Whole Payments due on the Notes, payable in the order set forth under Section 8.2(d)(ii); (xii) twelfth, to any other parties as the Administrator has identified, any remaining expenses of the Trust, up to the Series 2024-1 3 Group Allocated Percentage of such amounts; (xiii) thirteenth, if applicable, to any Letter of Credit Provider, all amounts due, including (x) fees due to such Letter of Credit Provider and (y) expenses and indemnities due to such Letter of Credit Provider; and (xiv) fourteenth, to the Class R Interest, any remaining amounts.

Distributions Following Acceleration. If the Notes are accelerated after an Event of Default with respect to Group 1, on each Payment Date starting with the Payment Date relating to the Collection Period in which the Notes are accelerated, the Note Paying Agent will (based on the information in the most recent Monthly Investor Report) withdraw from the Series 2024-1 4 Accounts and make deposits and payments, to the extent of Series 2024-1 4 Available Funds and funds in the Series 2024-1 4 Accounts for the related Collection Period, in the following order of priority (pro rata to the Persons within each priority level based on the amounts due except as stated): (i) first, pro rata, (A) to the Indenture Trustee, all amounts due to the Indenture Trustee, including fees, expenses and indemnities, (B) to the Master Collateral Agent and the Owner Trustee, the Series 2024-1 4 Group Allocated Percentage of all amounts due to such parties, including fees, expenses and indemnities and (C) to the Asset Representations Reviewer, (i) the Series 2024-1 4 ARR Series Allocation Percentage of all amounts due to the Asset Representations Reviewer, including fees (excluding any Supplemental ARR Fee and including fees due in connection with any Asset Representations Review of Group 1 Receivables), expenses and indemnities and (ii) the Series 2024-1 4 Supplemental ARR Series Allocation Percentage of the Supplemental ARR Fee; (ii) second, (A) to the Servicer, the Series 2024-1 4 Allocation Percentage of the Servicing Fee and (B) to any Successor Servicer, the Series 2024-1 4 Group Allocated Percentage of a one-time Successor Servicer engagement fee of $150,000, payable on the first Payment Date following its assumption of duties as Successor Servicer; (iii) third, to the Noteholders of Class A-1a Notes and Class A-1b Notes, the aggregate Accrued Note Interest for the Class A-1a Notes and the Class A-1b Notes, pro rata, based on the Accrued Note Interest due on each such Class of Notes; (iv) fourth, to the Noteholders of Class A-1a Notes and the Class A-1b Notes, pro rata, based on the Note Balance of each such Class of Notes, in payment of principal until the aggregate Note Balance of the Class A-1a Notes and the Class A-1b Notes is reduced to zero; (v) fifth, to the Noteholders of Class B Notes, the Accrued Note Interest for the Class B Notes; (vi) sixth, to the Noteholders of Class B Notes in payment of principal until the Note Balance of the Class B Notes is reduced to zero; (vii) seventh, to the Noteholders of Class C Notes, the Accrued Note Interest for the Class C Notes; (viii) eighth, to the Noteholders of Class C Notes in payment of principal until the Note Balance of the Class C Notes is reduced to zero; (ix) ninth, to any Successor Servicer, the Additional Series Successor Servicer Fee, if any; (x) tenth, to the Noteholders, any accrued and unpaid Additional Interest Amounts due on the Notes, payable first, to the Class A Notes, pro rata, based on the amount of interest due to the Class A-1a Notes and Class A-1b Notes, then to the Class B Notes and then to the Class C Notes; (xi) eleventh, to the Noteholders, any Make-Whole Payments due on the Notes, payable in the order set forth under Section 8.2(d)(ii); (xii) twelfth, to any other parties as the Administrator has identified, any remaining expenses of the Trust, up to the Series 2024-1 4 Group Allocated Percentage of such amounts; (xiii) thirteenth, if applicable, to any Letter of Credit Provider, all amounts due, including (x) fees due to such Letter of Credit Provider and (y) expenses and indemnities due to such Letter of Credit Provider; and (xiv) fourteenth, to the Class R Interest, any remaining amounts.

Distributions Following Acceleration. If the Notes are accelerated after an Event of Default with respect to Group 1, on each Payment Date starting with the Payment Date relating to the Collection Period in which the Notes are accelerated, the Note Paying Agent will (based on the information in the most recent Monthly Investor Report) withdraw from the Series 20242023-1 5 Accounts and make deposits and payments, to the extent of Series 20242023-1 5 Available Funds and funds in the Series 20242023-1 5 Accounts for the related Collection Period, in the following order of priority (pro rata to the Persons within each priority level based on the amounts due except as stated): (i) first, pro rata, (A) to the Indenture Trustee, all amounts due to the Indenture Trustee, including fees, expenses and indemnities, (B) to the Master Collateral Agent and the Owner Trustee, the Series 20242023-1 5 Group Allocated Percentage of all amounts due to such parties, including fees, expenses and indemnities and (C) to the Asset Representations Reviewer, (i) the Series 20242023-1 5 ARR Series Allocation Percentage of all amounts due to the Asset Representations Reviewer, including fees (excluding any Supplemental ARR Fee and including fees due in connection with any Asset Representations Review of Group 1 Receivables), expenses and indemnities and (ii) the Series 20242023-1 5 Supplemental ARR Series Allocation Percentage of the Supplemental ARR Fee; (ii) second, (A) to the Servicer, the Series 20242023-1 5 Allocation Percentage of the Servicing Fee and (B) to any Successor Servicer, the Series 20242023-1 5 Group Allocated Percentage of a one-time Successor Servicer engagement fee of $150,000, payable on the first Payment Date following its assumption of duties as Successor Servicer; (iii) third, to the Noteholders of Class A-1a Notes and Class A-1b Notes, the aggregate Accrued Note Interest for the Class A-1a Notes and the Class A-1b Notes, pro rata, based on the Accrued Note Interest due on each such Class of Notes; (iv) fourth, to the Noteholders of Class A-1a Notes and the Class A-1b Notes, pro rata, based on the Note Balance of each such Class of Notes, in payment of principal until the aggregate Note Balance of the Class A-1a Notes and the Class A-1b Notes is reduced to zero; (v) fifth, to the Noteholders of Class B Notes, the Accrued Note Interest for the Class B Notes; (vi) sixth, to the Noteholders of Class B Notes in payment of principal until the Note Balance of the Class B Notes is reduced to zero; (vii) seventh, to the Noteholders of Class C Notes, the Accrued Note Interest for the Class C Notes; (viii) eighth, to the Noteholders of Class C Notes in payment of principal until the Note Balance of the Class C Notes is reduced to zero; (ix) ninth, to any Successor Servicer, the Additional Series Successor Servicer Fee, if any; (x) tenth, to the Noteholders, any accrued and unpaid Additional Interest Amounts due on the Notes, payable first, to the Class A Notes, pro rata, based on the amount of interest due to the Class A-1a Notes and Class A-1b Notes, then to the Class B Notes and then to the Class C Notes; (xi) eleventh, to the Noteholders, any Make-Whole Payments due on the Notes, payable in the order set forth under Section 8.2(d)(ii); (xii) twelfth, to any other parties as the Administrator has identified, any remaining expenses of the Trust, up to the Series 20242023-1 5 Group Allocated Percentage of such amounts; (xiii) thirteenth, if applicable, to any Letter of Credit Provider, all amounts due, including (x) fees due to such Letter of Credit Provider and (y) expenses and indemnities due to such Letter of Credit Provider; and (xiv) fourteenth, to the Class R Interest, any remaining amounts.

Distributions Following Acceleration. If the Notes are accelerated after an Event of Default with respect to Group 1Default, on each Payment Date starting with the Payment Date relating to the Collection Period in which the Notes are accelerated, the Note Paying Agent will (based on the information in the most recent Monthly Investor Report) withdraw from the Series 2024-1 Bank Accounts and make deposits and payments, to the extent of Series 2024-1 Available Funds and funds in the Series 2024-1 Bank Accounts for the related Collection Period, in the following order of priority (pro rata to the Persons within each priority level based on the amounts due except as stated):) [PAYMENT PRIORITIES WILL REFLECT EACH SPECIFIC ISSUER’S REQUIRED CASHFLOW ALLOCATIONS]: (i) first, pro rata, (A) to the payment of all amounts, including the Indenture TrusteeTrustee Fee, all amounts the Owner Trustee Fee and the Asset Representations Reviewer Fee, and expenses and indemnities due to the Indenture Trustee, including fees, expenses and indemnities, (B) to the Master Collateral Agent and the Owner Trustee, the Series 2024-1 Group Allocated Percentage of all amounts due to such parties, including fees, expenses Trustee and indemnities and (C) to the Asset Representations Reviewer, (i) the Series 2024-1 ARR Series Allocation Percentage of all amounts due to the Asset Representations Reviewer, including fees (excluding any Supplemental ARR Fee and including fees due in connection with any Asset Representations Review of Group 1 Receivables), expenses and indemnities and (ii) the Series 2024-1 Supplemental ARR Series Allocation Percentage of the Supplemental ARR Fee; (ii) second, (Ax) to the Servicer, the Series 2024-1 Allocation Percentage of the unpaid Servicing Fee Fees and (By) to any on the first Payment Date following the assumption by a Successor Servicer of its duties as Successor Servicer, the Series 2024-1 Group Allocated Percentage of to such Successor Servicer a one-time Successor Servicer engagement fee of $150,000, payable on the first Payment Date following its assumption of duties as Successor Servicer[_]; (iii) third, [pro rata, based on the aggregate Note Balance of the Class A notes and the amounts due and payable by the Issuer to the Swap Counterparty under this clause (iii): (x)] to the Noteholders of Class A-1a Notes and Class A-1b A Notes, the aggregate Accrued Note Interest for the Class A-1a A-1[a] Notes, [Class A-1b Notes,] Class A-2 Notes and the Class A-1b A-3 Notes, pro rata, based on the Accrued Note Interest due on each such Class of Notes[, (y) to the Swap Counterparty, the amount of any Swap Termination Payment; provided, that if any amounts allocable to the Class A Notes are not needed to pay the Accrued Note Interest on the Class A Notes as of such Payment Date, such amounts will be applied to pay the portion, if any, of any Swap Termination Payment referred to above remaining unpaid, and (z) to the Swap Counterparty, the Swap Payment, if any]; (iv) fourth, to the Noteholders of Class A-1a A-1[a] Notes [and the Class A-1b Notes, pro ratarata based on the Note Balance of each such Class of Notes,] in payment of principal until the [aggregate] Note Balance of the Class A-1[a] Notes [and Class A-1b Notes] has been reduced to zero; (v) fifth, to the Noteholders of Class A-2 Notes and Class A-3 Notes, pro rata based on the Note Balance of each such Class of Notes, in payment of principal until the aggregate Note Balance of the Class A-1a A-2 Notes and the Class A-1b A-3 Notes is has been reduced to zero; (vvi) fifthsixth, to the Noteholders of Class B Notes, the Accrued Note Interest for the Class B Notes; (vivii) sixthseventh, to the Noteholders of Class B Notes in payment of principal until the Note Balance of the Class B Notes is reduced to zero; (viiviii) seventheighth, to the Noteholders of Class C Notes, the Accrued Note Interest for the Class C Notes; (viiiix) eighthninth, to the Noteholders of Class C Notes in payment of principal until the Note Balance of the Class C Notes is reduced to zero; (ixx) ninthtenth, to the Noteholders of Class D Notes, the Accrued Note Interest for the Class D Notes; (xi) eleventh, to the Noteholders of Class D Notes in payment of principal until the Note Balance of the Class D Notes is reduced to zero; (xii) twelfth, to the Noteholders of Class E Notes, the Accrued Note Interest for the Class E Notes; (xiii) thirteenth, to the Noteholders of Class E Notes in payment of principal until the Note Balance of the Class E Notes is reduced to zero; (xiv) fourteenth, to any Successor Servicer, the Additional Series Successor Servicer Fee, if any; (xxv) tenth, to the Noteholders, any accrued and unpaid Additional Interest Amounts due on the Notes, payable first, to the Class A Notes, pro rata, based on the amount of interest due to the Class A-1a Notes and Class A-1b Notes, then to the Class B Notes and then to the Class C Notes; (xi) eleventh[fifteenth, to the Noteholders, any Make-Whole Payments due on the Notes, payable in sequentially by Class, based on the order set forth under Section 8.2(d)(iiamount due (with any such Make-Whole Payments applied to the Class A Notes allocated to the Class A Notes, pro rata based on the Make-Whole Payment due to each such Class);] (xiixvi) twelfth[sixteenth, to the Swap Counterparty, the amount of any Swap Termination Payments due and not paid in clause (iii) above;] (xvii) seventeenth, to any other parties as identified by the Administrator has identifiedAdministrator, any remaining expenses of the Trust, up to the Series 2024-1 Group Allocated Percentage of such amounts; (xiii) thirteenth, if applicable, to any Letter of Credit Provider, all amounts due, including (x) fees due to such Letter of Credit Provider and (y) expenses and indemnities due to such Letter of Credit ProviderIssuer; and (xivxviii) fourteentheighteenth, to the Certificate Distribution Account for distribution sequentially to the Class R InterestB Certificateholders and the Class A Certificateholders, in that order, any remaining amounts.

Distributions Following Acceleration. If the Notes are accelerated after an Event of Default with respect to Group 1[_], on each Payment Date starting with the Payment Date relating to the Collection Period in which the Notes are accelerated, the Note Paying Agent will (based on the information in the most recent Monthly Investor Report) withdraw from the Series 2024[_]-1 [_] Accounts and make deposits and payments, to the extent of Series 2024[_]-1 [_] Available Funds and funds in the Series 2024[_]-1 [_] Accounts for the related Collection Period, in the following order of priority (pro rata to the Persons within each priority level based on the amounts due except as stated): (i) first, pro rata, (A) to the Indenture TrusteeTrustee [and the Letter of Credit Provider], all amounts due to the Indenture TrusteeTrustee [and the Letter of Credit Provider], including fees, expenses and indemnities, (B) to the Master Collateral Agent and the Owner Trustee, the Series 2024[_]-1 [_] Group Allocated Percentage of all amounts due to such parties, including fees, expenses and indemnities and (C) to the Asset Representations Reviewer, [(i) )] the Series 2024[_]-1 [_] ARR Series Allocation Percentage of all amounts due to the Asset Representations Reviewer, including fees ([excluding any Supplemental ARR Fee and and] including fees due in connection with any Asset Representations Review of Group 1 [_] Receivables), expenses and indemnities [and (ii) the Series 2024[_]-1 [_] Supplemental ARR Series Allocation Percentage of the Supplemental ARR Fee]; (ii) second, (A) to the Servicer, the Series 2024[_]-1 [_] Allocation Percentage of the Servicing Fee and (B) to any Successor Servicer, the Series 2024[_]-1 [_] Group Allocated Percentage of a one-time Successor Servicer engagement fee of $150,000[_], payable on the first Payment Date following its assumption of duties as Successor Servicer; (iii) third, [pro rata, based on the aggregate Note Balance of the Class A Notes and the amount of any payment due and payable by the Trust to the Swap Counterparty under this clause (iii): (A)] to the Noteholders of the Class A-1a A-1[a] Notes, [Class A-1b Notes,] Class A-2 Notes and Class A-1b A-3 Notes, the aggregate Accrued Note Interest for the Class A-1a A-1[a] Notes, [Class A-1b Notes,] Class A-2 Notes and the Class A-1b A-3 Notes, pro rata, based on the Accrued Note Interest due on each such Class of Notes][, (B) to the Swap Counterparty, the amount of any payment due under the Swap Agreement due to a swap termination resulting from a payment default by the Trust or the insolvency of the Trust; provided, that if any amounts allocable to the Class A Notes are not needed to pay the Noteholders of the Class A Notes any interest as of that Payment Date, those amounts will be applied to pay the portion, if any, of any payment under this clause (B) remaining unpaid, and (C) to the Swap Counterparty, the amount of interest at [____]% under the Swap Agreement]; (iv) fourth, to the Noteholders of Class A-1a Notes and the Class A-1b Notes, pro rata, rata based on the Note Balance of each such Class of Notes, in payment of principal until the aggregate Note Balance of the Class A-1a Notes and the Class A-1b Notes is has been reduced to zero; (v) fifth, to the Noteholders of Class A-2 Notes and the Class A-3 Notes, pro rata based on the Note Balance of each such Class of Notes, in payment of principal until the aggregate Note Balance of the Class A-2 Notes and the Class A-3 Notes has been reduced to zero; (vi) sixth, to the Noteholders of Class B Notes, the Accrued Note Interest for the Class B Notes; (vivii) sixthseventh, to the Noteholders of Class B Notes in payment of principal until the Note Balance of the Class B Notes is reduced to zero; (viiviii) seventheighth, to the Noteholders of Class C Notes, the Accrued Note Interest for the Class C Notes; (viiiix) eighthninth, to the Noteholders of Class C Notes in payment of principal until the Note Balance of the Class C Notes is reduced to zero; (ixx) ninthtenth, to the Noteholders of Class D Notes, the Accrued Note Interest for the Class D Notes; (xi) eleventh, to the Noteholders of Class D Notes in payment of principal until the Note Balance of the Class D Notes is reduced to zero; (xii) twelfth, to the Noteholders of Class E Notes, the Accrued Note Interest for the Class E Notes; (xiii) thirteenth, to the Noteholders of Class E Notes in payment of principal until the Note Balance of the Class E Notes is reduced to zero; (xiv) fourteenth, to any Successor Servicer, the Additional Series Successor Servicer Fee, if any; (xxv) tenthfifteenth, to the Noteholders, any accrued and unpaid Additional Interest Amounts due on the Notes, payable first, to the Class A Notes, pro rata, based on the amount of interest due to the Class A-1a A-1[a] Notes, [the Class A-1b Notes,] the Class A-2 Notes and the Class A-1b A-3 Notes, then to the Class B Notes, then to the Class C Notes, then to the Class D Notes and then to the Class C E Notes; (xixvi) eleventhsixteenth, to the Noteholders, any Make-Whole Payments due on the Notes, payable in the order set forth under Section 8.2(d)(ii); (xiixvii) twelfth[seventeenth, to the Swap Counterparty, the amount of any payment due under the Swap Agreement due to a swap termination due to it and not paid under clause (iii) above;] (xviii) eighteenth, to any other parties as the Administrator has identified, any remaining expenses of the Trust, up to the Series 2024[_]-1 [_] Group Allocated Percentage of such amounts; (xiiixix) thirteenth[nineteenth, if applicable, to any Letter of Credit Provider, all amounts due, including (x) fees due to such Letter of Credit Provider and (y) expenses and indemnities due to such Letter of Credit Provider; ;] and (xivxx) fourteenthtwentieth, to the Series [_]-[_] Series Certificate Distribution Account for distribution [sequentially to the Class B Certificateholders and the Class A Certificateholders, in that order][to the Class R Interest], any remaining amounts.

Distributions Following Acceleration. If the Notes are accelerated after an Event of Default with respect to Group 1, on each Payment Date starting with the Payment Date relating to the Collection Period in which the Notes are accelerated, the Note Paying Agent will (based on the information in the most recent Monthly Investor Report) withdraw from the Series 20242023-1 4 Accounts and make deposits and payments, to the extent of Series 20242023-1 4 Available Funds and funds in the Series 20242023-1 4 Accounts for the related Collection Period, in the following order of priority (pro rata to the Persons within each priority level based on the amounts due except as stated): (i) first, pro rata, (A) to the Indenture Trustee, all amounts due to the Indenture Trustee, including fees, expenses and indemnities, (B) to the Master Collateral Agent and the Owner Trustee, the Series 20242023-1 4 Group Allocated Percentage of all amounts due to such parties, including fees, expenses and indemnities and (C) to the Asset Representations Reviewer, (i) the Series 20242023-1 4 ARR Series Allocation Percentage of all amounts due to the Asset Representations Reviewer, including fees (excluding any Supplemental ARR Fee and including fees due in connection with any Asset Representations Review of Group 1 Receivables), expenses and indemnities and (ii) the Series 20242023-1 4 Supplemental ARR Series Allocation Percentage of the Supplemental ARR Fee; (ii) second, (A) to the Servicer, the Series 20242023-1 4 Allocation Percentage of the Servicing Fee and (B) to any Successor Servicer, the Series 20242023-1 4 Group Allocated Percentage of a one-time Successor Servicer engagement fee of $150,000, payable on the first Payment Date following its assumption of duties as Successor Servicer; (iii) third, to the Noteholders of Class A-1a Notes and Class A-1b Notes, the aggregate Accrued Note Interest for the Class A-1a Notes and the Class A-1b Notes, pro rata, based on the Accrued Note Interest due on each such Class of Notes; (iv) fourth, to the Noteholders of Class A-1a Notes and the Class A-1b Notes, pro rata, based on the Note Balance of each such Class of Notes, in payment of principal until the aggregate Note Balance of the Class A-1a Notes and the Class A-1b Notes is reduced to zero; (v) fifth, to the Noteholders of Class B Notes, the Accrued Note Interest for the Class B Notes; (vi) sixth, to the Noteholders of Class B Notes in payment of principal until the Note Balance of the Class B Notes is reduced to zero; (vii) seventh, to the Noteholders of Class C Notes, the Accrued Note Interest for the Class C Notes; (viii) eighth, to the Noteholders of Class C Notes in payment of principal until the Note Balance of the Class C Notes is reduced to zero; (ix) ninth, to any Successor Servicer, the Additional Series Successor Servicer Fee, if any; (x) tenth, to the Noteholders, any accrued and unpaid Additional Interest Amounts due on the Notes, payable first, to the Class A Notes, pro rata, based on the amount of interest due to the Class A-1a Notes and Class A-1b Notes, then to the Class B Notes and then to the Class C Notes; (xi) eleventh, to the Noteholders, any Make-Whole Payments due on the Notes, payable in the order set forth under Section 8.2(d)(ii); (xii) twelfth, to any other parties as the Administrator has identified, any remaining expenses of the Trust, up to the Series 20242023-1 4 Group Allocated Percentage of such amounts; (xiii) thirteenth, if applicable, to any Letter of Credit Provider, all amounts due, including (x) fees due to such Letter of Credit Provider and (y) expenses and indemnities due to such Letter of Credit Provider; and (xiv) fourteenth, to the Class R Interest, any remaining amounts.

Distributions Following Acceleration. If the Notes are accelerated after an Event of Default with respect to Group 1Default, on each Payment Date starting with the Payment Date relating to the Collection Period in which the Notes are accelerated, the Note Paying Agent will (based on the information in the most recent Monthly Investor Report) withdraw from the Series 2024-1 Bank Accounts and make deposits and payments, to the extent of Series 2024-1 Available Funds and funds in the Series 2024-1 Bank Accounts for the related Collection Period, in the following order of priority (pro rata to the Persons within each priority level based on the amounts due except as stated):) [PAYMENT PRIORITIES WILL REFLECT EACH SPECIFIC ISSUER’S REQUIRED CASHFLOW ALLOCATIONS]: (i) first, pro rata, (A) to the payment of all amounts, including the Indenture TrusteeTrustee Fee, all amounts the Owner Trustee Fee and the Asset Representations Reviewer Fee, and expenses and indemnities due to the Indenture Trustee, including fees, expenses and indemnities, (B) to the Master Collateral Agent and the Owner Trustee, the Series 2024-1 Group Allocated Percentage of all amounts due to such parties, including fees, expenses Trustee and indemnities and (C) to the Asset Representations Reviewer, (i) the Series 2024-1 ARR Series Allocation Percentage of all amounts due to the Asset Representations Reviewer, including fees (excluding any Supplemental ARR Fee and including fees due in connection with any Asset Representations Review of Group 1 Receivables), expenses and indemnities and (ii) the Series 2024-1 Supplemental ARR Series Allocation Percentage of the Supplemental ARR Fee; (ii) second, (Ax) to the Servicer, the Series 2024-1 Allocation Percentage of the unpaid Servicing Fee Fees and (By) to any on the first Payment Date following the assumption by a Successor Servicer of its duties as Successor Servicer, the Series 2024-1 Group Allocated Percentage of to such Successor Servicer a one-time Successor Servicer engagement fee of $150,000, payable on the first Payment Date following its assumption of duties as Successor Servicer[_]; (iii) third, [pro rata, based on the aggregate Note Balance of the Class A notes and the amounts due and payable by the Issuer to the Swap Counterparty under this clause (iii): (x)] to the Noteholders of Class A-1a Notes and Class A-1b A Notes, the aggregate Accrued Note Interest for the Class A-1a A-1[a] Notes, [Class A-1b Notes,] Class A-2 Notes and the Class A-1b A-3 Notes, pro rata, based on the Accrued Note Interest due on each such Class of Notes[, (y) to the Swap Counterparty, the amount of any Swap Termination Payment; provided, that if any amounts allocable to the Class A Notes are not needed to pay the Accrued Note Interest on the Class A Notes as of such Payment Date, such amounts will be applied to pay the portion, if any, of any Swap Termination Payment referred to above remaining unpaid, and (z) to the Swap Counterparty, the Swap Payment, if any]; (iv) fourth, to the Noteholders of Class A-1a A-1[a] Notes [and the Class A-1b Notes, pro ratarata based on the Note Balance of each such Class of Notes,] in payment of principal until the [aggregate] Note Balance of the Class A-1[a] Notes [and Class A-1b Notes] has been reduced to zero; (v) fifth, to the Noteholders of Class A-2 Notes and Class A-3 Notes, pro rata based on the Note Balance of each such Class of Notes, in payment of principal until the aggregate Note Balance of the Class A-1a A-2 Notes and the Class A-1b A-3 Notes is has been reduced to zero; (vvi) fifthsixth, to the Noteholders of Class B Notes, the Accrued Note Interest for the Class B Notes; (vivii) sixthseventh, to the Noteholders of Class B Notes in payment of principal until the Note Balance of the Class B Notes is reduced to zero; (viiviii) seventheighth, to the Noteholders of Class C Notes, the Accrued Note Interest for the Class C Notes; (viiiix) eighthninth, to the Noteholders of Class C Notes in payment of principal until the Note Balance of the Class C Notes is reduced to zero; (ixx) ninthtenth, to the Noteholders of Class D Notes, the Accrued Note Interest for the Class D Notes; (xi) eleventh, to the Noteholders of Class D Notes in payment of principal until the Note Balance of the Class D Notes is reduced to zero; (xii) twelfth, to the Noteholders of Class E Notes, the Accrued Note Interest for the Class E Notes; (xiii) thirteenth, to the Noteholders of Class E Notes in payment of principal until the Note Balance of the Class E Notes is reduced to zero; (xiv) fourteenth, to any Successor Servicer, the Additional Series Successor Servicer Fee, if any; (xxv) tenth, to the Noteholders, any accrued and unpaid Additional Interest Amounts due on the Notes, payable first, to the Class A Notes, pro rata, based on the amount of interest due to the Class A-1a Notes and Class A-1b Notes, then to the Class B Notes and then to the Class C Notes; (xi) eleventh[fifteenth, to the Noteholders, any Make-Whole Payments due on the Notes, payable in sequentially by Class, based on the order set forth under Section 8.2(d)(iiamount due (with any such Make-Whole Payments applied to the Class A Notes allocated to the Class A Notes, pro rata based on the Make-Whole Payment due to each such Class);] (xiixvi) twelfth[sixteenth, to the Swap Counterparty, the amount of any Swap Termination Payments due and not paid in clause (iii) above;] (xvii) seventeenth, to any other parties as identified by the Administrator has identifiedAdministrator, any remaining expenses of the Trust, up to the Series 2024-1 Group Allocated Percentage of such amounts; (xiii) thirteenth, if applicable, to any Letter of Credit Provider, all amounts due, including (x) fees due to such Letter of Credit Provider and (y) expenses and indemnities due to such Letter of Credit ProviderIssuer; and (xivxviii) fourteentheighteenth, to the Certificate Distribution Account for distribution sequentially to the Class R InterestB Certificateholders and the Class A Certificateholders, in that order, any remaining amounts.

Distributions Following Acceleration. If the Notes are accelerated after an Event of Default with respect to Group 1, on each Payment Date starting with the Payment Date relating to the Collection Period in which the Notes are accelerated, the Note Paying Agent will (based on the information in the most recent Monthly Investor Report) withdraw from the Series 2024-1 6 Accounts and make deposits and payments, to the extent of Series 2024-1 6 Available Funds and funds in the Series 2024-1 6 Accounts for the related Collection Period, in the following order of priority (pro rata to the Persons within each priority level based on the amounts due except as stated): (i) first, pro rata, (A) to the Indenture Trustee, all amounts due to the Indenture Trustee, including fees, expenses and indemnities, (B) to the Master Collateral Agent and the Owner Trustee, the Series 2024-1 6 Group Allocated Percentage of all amounts due to such parties, including fees, expenses and indemnities and (C) to the Asset Representations Reviewer, (i) the Series 2024-1 6 ARR Series Allocation Percentage of all amounts due to the Asset Representations Reviewer, including fees (excluding any Supplemental ARR Fee and including fees due in connection with any Asset Representations Review of Group 1 Receivables), expenses and indemnities and (ii) the Series 2024-1 6 Supplemental ARR Series Allocation Percentage of the Supplemental ARR Fee; (ii) second, (A) to the Servicer, the Series 2024-1 6 Allocation Percentage of the Servicing Fee and (B) to any Successor Servicer, the Series 2024-1 6 Group Allocated Percentage of a one-time Successor Servicer engagement fee of $150,000, payable on the first Payment Date following its assumption of duties as Successor Servicer; (iii) third, to the Noteholders of Class A-1a Notes and Class A-1b Notes, the aggregate Accrued Note Interest for the Class A-1a Notes and the Class A-1b Notes, pro rata, based on the Accrued Note Interest due on each such Class of Notes; (iv) fourth, to the Noteholders of Class A-1a Notes and the Class A-1b Notes, pro rata, based on the Note Balance of each such Class of Notes, in payment of principal until the aggregate Note Balance of the Class A-1a Notes and the Class A-1b Notes is reduced to zero; (v) fifth, to the Noteholders of Class B Notes, the Accrued Note Interest for the Class B Notes; (vi) sixth, to the Noteholders of Class B Notes in payment of principal until the Note Balance of the Class B Notes is reduced to zero; (vii) seventh, to the Noteholders of Class C Notes, the Accrued Note Interest for the Class C Notes; (viii) eighth, to the Noteholders of Class C Notes in payment of principal until the Note Balance of the Class C Notes is reduced to zero; (ix) ninth, to any Successor Servicer, the Additional Series Successor Servicer Fee, if any; (x) tenth, to the Noteholders, any accrued and unpaid Additional Interest Amounts due on the Notes, payable first, to the Class A Notes, pro rata, based on the amount of interest due to the Class A-1a Notes and Class A-1b Notes, then to the Class B Notes and then to the Class C Notes; (xi) eleventh, to the Noteholders, any Make-Whole Payments due on the Notes, payable in the order set forth under Section 8.2(d)(ii); (xii) twelfth, to any other parties as the Administrator has identified, any remaining expenses of the Trust, up to the Series 2024-1 6 Group Allocated Percentage of such amounts; (xiii) thirteenth, if applicable, to any Letter of Credit Provider, all amounts due, including (x) fees due to such Letter of Credit Provider and (y) expenses and indemnities due to such Letter of Credit Provider; and (xiv) fourteenth, to the Class R Interest, any remaining amounts.

Distributions Following Acceleration. If the Notes are accelerated after an Event of Default with respect to Group 1, on each Payment Date starting with the Payment Date relating to the Collection Period in which the Notes are accelerated, the Note Paying Agent will (based on the information in the most recent Monthly Investor Report) withdraw from the Series 20242022-1 6 Accounts and make deposits and payments, to the extent of Series 20242022-1 6 Available Funds and funds in the Series 20242022-1 6 Accounts for the related Collection Period, in the following order of priority (pro rata to the Persons within each priority level based on the amounts due except as stated): (i) first, pro rata, (A) to the Indenture Trustee, all amounts due to the Indenture Trustee, including fees, expenses and indemnities, (B) to the Master Collateral Agent and the Owner Trustee, the Series 20242022-1 6 Group Allocated Percentage of all amounts due to such parties, including fees, expenses and indemnities and (C) to the Asset Representations Reviewer, (i) the Series 20242022-1 6 ARR Series Allocation Percentage of all amounts due to the Asset Representations Reviewer, including fees (excluding any Supplemental ARR Fee and including fees due in connection with any Asset Representations Review of Group 1 Receivables), expenses and indemnities and (ii) the Series 20242022-1 6 Supplemental ARR Series Allocation Percentage of the Supplemental ARR Fee; (ii) second, (A) to the Servicer, the Series 20242022-1 6 Allocation Percentage of the Servicing Fee and (B) to any Successor Servicer, the Series 20242022-1 6 Group Allocated Percentage of a one-time Successor Servicer engagement fee of $150,000, payable on the first Payment Date following its assumption of duties as Successor Servicer; (iii) third, to the Noteholders of Class A-1a Notes and Class A-1b A Notes, the aggregate Accrued Note Interest for the Class A-1a Notes and the Class A-1b Notes, pro rata, based on the Accrued Note Interest due on each such Class of A Notes; (iv) fourth, to the Noteholders of Class A-1a A Notes and the Class A-1b Notes, pro rata, based on the Note Balance of each such Class of Notes, in payment of principal until the aggregate Note Balance of the Class A-1a Notes and the Class A-1b A Notes is reduced to zero; (v) fifth, to the Noteholders of Class B Notes, the Accrued Note Interest for the Class B Notes; (vi) sixth, to the Noteholders of Class B Notes in payment of principal until the Note Balance of the Class B Notes is reduced to zero; (vii) seventh, to the Noteholders of Class C Notes, the Accrued Note Interest for the Class C Notes; (viii) eighth, to the Noteholders of Class C Notes in payment of principal until the Note Balance of the Class C Notes is reduced to zero; (ix) ninth, to any Successor Servicer, the Additional Series Successor Servicer Fee, if any; (x) tenth, to the Noteholders, any accrued and unpaid Additional Interest Amounts due on the Notes, payable first, to the Class A Notes, pro rata, based on the amount of interest due to the Class A-1a Notes and Class A-1b Notes, then to the Class B Notes and then to the Class C Notes; (xi) eleventh, to the Noteholders, any Make-Whole Payments due on the Notes, payable in first, to the order set forth under Section 8.2(d)(ii)Class A Notes, then to the Class B Notes and then to the Class C Notes; (xii) twelfth, to any other parties as the Administrator has identified, any remaining expenses of the Trust, up to the Series 20242022-1 6 Group Allocated Percentage of such amounts; (xiii) thirteenth, if applicable, to any Letter of Credit Provider, all amounts due, including (x) fees due to such Letter of Credit Provider and (y) expenses and indemnities due to such Letter of Credit Provider; and (xiv) fourteenth, to the Class R Interest, any remaining amounts.

Distributions Following Acceleration. If the Notes are accelerated after an Event of Default with respect to Group 1, on each Payment Date starting with the Payment Date relating to the Collection Period in which the Notes are accelerated, the Note Paying Agent will (based on the information in the most recent Monthly Investor Report) withdraw from the Series 2024-1 8 Accounts and make deposits and payments, to the extent of Series 2024-1 8 Available Funds and funds in the Series 2024-1 8 Accounts for the related Collection Period, in the following order of priority (pro rata to the Persons within each priority level based on the amounts due except as stated): (i) first, pro rata, (A) to the Indenture Trustee, all amounts due to the Indenture Trustee, including fees, expenses and indemnities, (B) to the Master Collateral Agent and the Owner Trustee, the Series 2024-1 8 Group Allocated Percentage of all amounts due to such parties, including fees, expenses and indemnities and (C) to the Asset Representations Reviewer, (i) the Series 2024-1 8 ARR Series Allocation Percentage of all amounts due to the Asset Representations Reviewer, including fees (excluding any Supplemental ARR Fee and including fees due in connection with any Asset Representations Review of Group 1 Receivables), expenses and indemnities and (ii) the Series 2024-1 8 Supplemental ARR Series Allocation Percentage of the Supplemental ARR Fee; (ii) second, (A) to the Servicer, the Series 2024-1 8 Allocation Percentage of the Servicing Fee and (B) to any Successor Servicer, the Series 2024-1 8 Group Allocated Percentage of a one-time Successor Servicer engagement fee of $150,000, payable on the first Payment Date following its assumption of duties as Successor Servicer; (iii) third, to the Noteholders of Class A-1a Notes and Class A-1b Notes, the aggregate Accrued Note Interest for the Class A-1a Notes and the Class A-1b Notes, pro rata, based on the Accrued Note Interest due on each such Class of Notes; (iv) fourth, to the Noteholders of Class A-1a Notes and the Class A-1b Notes, pro rata, based on the Note Balance of each such Class of Notes, in payment of principal until the aggregate Note Balance of the Class A-1a Notes and the Class A-1b Notes is reduced to zero; (v) fifth, to the Noteholders of Class B Notes, the Accrued Note Interest for the Class B Notes; (vi) sixth, to the Noteholders of Class B Notes in payment of principal until the Note Balance of the Class B Notes is reduced to zero; (vii) seventh, to the Noteholders of Class C Notes, the Accrued Note Interest for the Class C Notes; (viii) eighth, to the Noteholders of Class C Notes in payment of principal until the Note Balance of the Class C Notes is reduced to zero; (ix) ninth, to any Successor Servicer, the Additional Series Successor Servicer Fee, if any; (x) tenth, to the Noteholders, any accrued and unpaid Additional Interest Amounts due on the Notes, payable first, to the Class A Notes, pro rata, based on the amount of interest due to the Class A-1a Notes and Class A-1b Notes, then to the Class B Notes and then to the Class C Notes; (xi) eleventh, to the Noteholders, any Make-Whole Payments due on the Notes, payable in the order set forth under Section 8.2(d)(ii); (xii) twelfth, to any other parties as the Administrator has identified, any remaining expenses of the Trust, up to the Series 2024-1 8 Group Allocated Percentage of such amounts; (xiii) thirteenth, if applicable, to any Letter of Credit Provider, all amounts due, including (x) fees due to such Letter of Credit Provider and (y) expenses and indemnities due to such Letter of Credit Provider; and (xiv) fourteenth, to the Class R Interest, any remaining amounts.

Distributions Following Acceleration. If the Notes are accelerated after an Event of Default with respect to Group 1, on each Payment Date starting with the Payment Date relating to the Collection Period in which the Notes are accelerated, the Note Paying Agent will (based on the information in the most recent Monthly Investor Report) withdraw from the Series 20242022-1 5 Accounts and make deposits and payments, to the extent of Series 20242022-1 5 Available Funds and funds in the Series 20242022-1 5 Accounts for the related Collection Period, in the following order of priority (pro rata to the Persons within each priority level based on the amounts due except as stated): (i) first, pro rata, (A) to the Indenture Trustee, all amounts due to the Indenture Trustee, including fees, expenses and indemnities, (B) to the Master Collateral Agent and the Owner Trustee, the Series 20242022-1 5 Group Allocated Percentage of all amounts due to such parties, including fees, expenses and indemnities and (C) to the Asset Representations Reviewer, (i) the Series 20242022-1 5 ARR Series Allocation Percentage of all amounts due to the Asset Representations Reviewer, including fees (excluding any Supplemental ARR Fee and including fees due in connection with any Asset Representations Review of Group 1 Receivables), expenses and indemnities and (ii) the Series 20242022-1 5 Supplemental ARR Series Allocation Percentage of the Supplemental ARR Fee; (ii) second, (A) to the Servicer, the Series 20242022-1 5 Allocation Percentage of the Servicing Fee and (B) to any Successor Servicer, the Series 20242022-1 5 Group Allocated Percentage of a one-time Successor Servicer engagement fee of $150,000, payable on the first Payment Date following its assumption of duties as Successor Servicer; (iii) third, to the Noteholders of Class A-1a Notes and Class A-1b Notes, the aggregate Accrued Note Interest for the Class A-1a Notes and the Class A-1b Notes, pro rata, based on the Accrued Note Interest due on each such Class of Notes; (iv) fourth, to the Noteholders of Class A-1a Notes and the Class A-1b Notes, pro rata, based on the Note Balance of each such Class of Notes, in payment of principal until the aggregate Note Balance of the Class A-1a Notes and the Class A-1b Notes is reduced to zero; (v) fifth, to the Noteholders of Class B Notes, the Accrued Note Interest for the Class B Notes; (vi) sixth, to the Noteholders of Class B Notes in payment of principal until the Note Balance of the Class B Notes is reduced to zero; (vii) seventh, to the Noteholders of Class C Notes, the Accrued Note Interest for the Class C Notes; (viii) eighth, to the Noteholders of Class C Notes in payment of principal until the Note Balance of the Class C Notes is reduced to zero; (ix) ninth, to any Successor Servicer, the Additional Series Successor Servicer Fee, if any; (x) tenth, to the Noteholders, any accrued and unpaid Additional Interest Amounts due on the Notes, payable first, to the Class A Notes, pro rata, based on the amount of interest due to the Class A-1a Notes and Class A-1b Notes, then to the Class B Notes and then to the Class C Notes; (xi) eleventh, to the Noteholders, any Make-Whole Payments due on the Notes, payable in the order set forth under Section 8.2(d)(ii); (xii) twelfth, to any other parties as the Administrator has identified, any remaining expenses of the Trust, up to the Series 20242022-1 5 Group Allocated Percentage of such amounts; (xiii) thirteenth, if applicable, to any Letter of Credit Provider, all amounts due, including (x) fees due to such Letter of Credit Provider and (y) expenses and indemnities due to such Letter of Credit Provider; and (xiv) fourteenth, to the Class R Interest, any remaining amounts.

Distributions Following Acceleration. If the Notes are accelerated after an Event of Default with respect to Group 1, on each Payment Date starting with the Payment Date relating to the Collection Period in which the Notes are accelerated, the Note Paying Agent will (based on the information in the most recent Monthly Investor Report) withdraw from the Series 2024-1 5 Accounts and make deposits and payments, to the extent of Series 2024-1 5 Available Funds and funds in the Series 2024-1 5 Accounts for the related Collection Period, in the following order of priority (pro rata to the Persons within each priority level based on the amounts due except as stated): (i) first, pro rata, (A) to the Indenture Trustee, all amounts due to the Indenture Trustee, including fees, expenses and indemnities, indemnities and (B) to the Master Collateral Agent and the Owner Trustee, the Series 2024-1 5 Group Allocated Percentage of all amounts due to such parties, including fees, expenses and indemnities and (C) to the Asset Representations Reviewer, (i) the Series 2024-1 ARR Series Allocation Percentage of all amounts due to the Asset Representations Reviewer, including fees (excluding any Supplemental ARR Fee and including fees due in connection with any Asset Representations Review of Group 1 Receivables), expenses and indemnities and (ii) the Series 2024-1 Supplemental ARR Series Allocation Percentage of the Supplemental ARR Feeindemnities; (ii) second, (A) to the Servicer, the Series 2024-1 5 Allocation Percentage of the Servicing Fee and (B) to any Successor Servicer, the Series 2024-1 5 Group Allocated Percentage of a one-time Successor Servicer engagement fee of $150,000, payable on the first Payment Date following its assumption of duties as Successor Servicer; (iii) third, to the Noteholders of Class A-1a Notes and Class A-1b A Notes, the aggregate Accrued Note Interest for the Class A-1a Notes and the Class A-1b Notes, pro rata, based on the Accrued Note Interest due on each such Class of A Notes; (iv) fourth, to the Noteholders of Class A-1a A Notes and the Class A-1b Notes, pro rata, based on the Note Balance of each such Class of Notes, in payment of principal until the aggregate Note Balance of the Class A-1a Notes and the Class A-1b A Notes is reduced to zero; (v) fifth, to the Noteholders of Class B Notes, the Accrued Note Interest for the Class B Notes; (vi) sixth, to the Noteholders of Class B Notes in payment of principal until the Note Balance of the Class B Notes is reduced to zero; (vii) seventh, to the Noteholders of Class C Notes, the Accrued Note Interest for the Class C Notes; (viii) eighth, to the Noteholders of Class C Notes in payment of principal until the Note Balance of the Class C Notes is reduced to zero; (ix) ninth, to any Successor Servicer, the Additional Series Successor Servicer Fee, if any; (x) tenth, to the Noteholders, any accrued and unpaid Additional Interest Amounts due on the Notes, payable first, to the Class A Notes, pro rata, based on the amount of interest due to the Class A-1a Notes and Class A-1b Notes, then to the Class B Notes and then to the Class C Notes; (xi) eleventh, to the Noteholders, any Make-Whole Payments due on the Notes, payable in the order set forth under Section 8.2(d)(ii); (xii) twelfth, to any other parties as the Administrator has identified, any remaining expenses of the Trust, up to the Series 2024-1 5 Group Allocated Percentage of such amounts; (xiii) thirteenth, if applicable, to any Letter of Credit Provider, all amounts due, including (x) fees due to such Letter of Credit Provider and (y) expenses and indemnities due to such Letter of Credit Provider; and (xiv) fourteenth, to the Class R Interest, any remaining amounts.

Distributions Following Acceleration. If the Notes are accelerated after an Event of Default with respect to Group 1, on each Payment Date starting with the Payment Date relating to the Collection Period in which the Notes are accelerated, the Note Paying Agent will (based on the information in the most recent Monthly Investor Report) withdraw from the Series 20242023-1 3 Accounts and make deposits and payments, to the extent of Series 20242023-1 3 Available Funds and funds in the Series 20242023-1 3 Accounts for the related Collection Period, in the following order of priority (pro rata to the Persons within each priority level based on the amounts due except as stated): (i) first, pro rata, (A) to the Indenture Trustee, all amounts due to the Indenture Trustee, including fees, expenses and indemnities, indemnities and (B) to the Master Collateral Agent and the Owner Trustee, the Series 20242023-1 3 Group Allocated Percentage of all amounts due to such parties, including fees, expenses and indemnities and (C) to the Asset Representations Reviewer, (i) the Series 2024-1 ARR Series Allocation Percentage of all amounts due to the Asset Representations Reviewer, including fees (excluding any Supplemental ARR Fee and including fees due in connection with any Asset Representations Review of Group 1 Receivables), expenses and indemnities and (ii) the Series 2024-1 Supplemental ARR Series Allocation Percentage of the Supplemental ARR Feeindemnities; (ii) second, (A) to the Servicer, the Series 20242023-1 3 Allocation Percentage of the Servicing Fee and (B) to any Successor Servicer, the Series 20242023-1 3 Group Allocated Percentage of a one-time Successor Servicer engagement fee of $150,000, payable on the first Payment Date following its assumption of duties as Successor Servicer; (iii) third, to the Noteholders of Class A-1a Notes and Class A-1b A Notes, the aggregate Accrued Note Interest for the Class A-1a Notes and the Class A-1b Notes, pro rata, based on the Accrued Note Interest due on each such Class of A Notes; (iv) fourth, to the Noteholders of Class A-1a A Notes and the Class A-1b Notes, pro rata, based on the Note Balance of each such Class of Notes, in payment of principal until the aggregate Note Balance of the Class A-1a Notes and the Class A-1b A Notes is reduced to zero; (v) fifth, to the Noteholders of Class B Notes, the Accrued Note Interest for the Class B Notes; (vi) sixth, to the Noteholders of Class B Notes in payment of principal until the Note Balance of the Class B Notes is reduced to zero; (vii) seventh, to the Noteholders of Class C Notes, the Accrued Note Interest for the Class C Notes; (viii) eighth, to the Noteholders of Class C Notes in payment of principal until the Note Balance of the Class C Notes is reduced to zero; (ix) ninth, to any Successor Servicer, the Additional Series Successor Servicer Fee, if any; (x) tenth, to the Noteholders, any accrued and unpaid Additional Interest Amounts due on the Notes, payable first, to the Class A Notes, pro rata, based on the amount of interest due to the Class A-1a Notes and Class A-1b Notes, then to the Class B Notes and then to the Class C Notes; (xi) eleventh, to the Noteholders, any Make-Whole Payments due on the Notes, payable in the order set forth under Section 8.2(d)(ii); (xii) twelfth, to any other parties as the Administrator has identified, any remaining expenses of the Trust, up to the Series 20242023-1 3 Group Allocated Percentage of such amounts; (xiii) thirteenth, if applicable, to any Letter of Credit Provider, all amounts due, including (x) fees due to such Letter of Credit Provider and (y) expenses and indemnities due to such Letter of Credit Provider; and (xiv) fourteenth, to the Class R Interest, any remaining amounts.

Distributions Following Acceleration. If the Notes are accelerated after an Event of Default with respect to Group 1[_], on each Payment Date starting with the Payment Date relating to the Collection Period in which the Notes are accelerated, the Note Paying Agent will (based on the information in the most recent Monthly Investor Report) withdraw from the Series 2024[_]-1 [_] Accounts and make deposits and payments, to the extent of Series 2024[_]-1 [_] Available Funds and funds in the Series 2024[_]-1 [_] Accounts for the related Collection Period, in the following order of priority (pro rata to the Persons within each priority level based on the amounts due except as stated): (i) first, pro rata, (A) to the Indenture TrusteeTrustee [and the Letter of Credit Provider], all amounts due to the Indenture Trusteesuch parties, including fees, expenses and indemnities, (B) to the Master Collateral Agent and the Owner Trustee, the Series 2024[_]-1 [_] Group Allocated Percentage of all amounts due to such parties, including fees, expenses and indemnities and (C) to the Asset Representations Reviewer, (i) the Series 2024[_]-1 [_] ARR Series Allocation Percentage of all amounts due to the Asset Representations Reviewer, including fees (excluding any Supplemental ARR Fee and including fees due in connection with any Asset Representations Review of Group 1 [_] Receivables), expenses and indemnities and (ii) the Series 2024-1 Supplemental ARR Series Allocation Percentage of the Supplemental ARR Feeindemnities; (ii) second, (A) to the Servicer, the Series 2024[_]-1 [_] Allocation Percentage of the Servicing Fee and (B) to any Successor Servicer, the Series 2024[_]-1 [_] Group Allocated Percentage of a one-time Successor Servicer engagement fee of $150,000[_], payable on the first Payment Date following its assumption of duties as Successor Servicer; (iii) third, to the Noteholders of Class A-1a Notes and Class A-1b Notes, the aggregate Accrued Note Interest for the Class A-1a Notes and the Class A-1b Notes, [pro rata, based on the Accrued aggregate Note Interest Balance of the Class A Notes and the amount of any payment due and payable by the Trust to the Swap Counterparty under this clause (iii): (A)] to the Noteholders of the Class A-1[a] Notes, [Class A-1b Notes,] Class A-2 Notes and Class A-3 Notes, [the aggregate amount of] interest due on each such the Class A Notes[, distributed pro rata based on the amount of interest due to the Class A-1[a] Notes, [Class A-1b Notes,] Class A-2 Notes and Class A-3 Notes][, (B) to the Swap Counterparty, the amount of any payment due under the Swap Agreement due to a swap termination resulting from a payment default by the Trust or the insolvency of the Trust; provided, that if any amounts allocable to the Class A Notes are not needed to pay the Noteholders of the Class A Notes any interest as of that Payment Date, those amounts will be applied to pay the portion, if any, of any payment under this clause (B) remaining unpaid, and (C) to the Swap Counterparty, the amount of interest at [____]% under the Swap Agreement]; (iv) fourth, to the Noteholders of Class A-1a Notes and the Class A-1b Notes, pro rata, rata based on the Note Balance of each such Class of Notes, in payment of principal until the aggregate Note Balance of the Class A-1a Notes and the Class A-1b Notes is has been reduced to zero; (v) fifth, to the Noteholders of Class A-2 Notes and Class A-3 Notes, pro rata based on the Note Balance of each such Class of Notes, in payment of principal until the aggregate Note Balance of the Class A-2 Notes and Class A-3 Notes has been reduced to zero; (vi) sixth, to the Noteholders of Class B Notes, the Accrued Note Interest for the Class B Notes; (vivii) sixthseventh, to the Noteholders of Class B Notes in payment of principal until the Note Balance of the Class B Notes is reduced to zero; (viiviii) seventheighth, to the Noteholders of Class C Notes, the Accrued Note Interest for the Class C Notes; (viiiix) eighthninth, to the Noteholders of Class C Notes in payment of principal until the Note Balance of the Class C Notes is reduced to zero; (ixx) ninthtenth, to the Noteholders of Class D Notes, the Accrued Note Interest for the Class D Notes; (xi) eleventh, to the Noteholders of Class D Notes in payment of principal until the Note Balance of the Class D Notes is reduced to zero; (xii) twelfth, to the Noteholders of Class E Notes, the Accrued Note Interest for the Class E Notes; (xiii) thirteenth, to the Noteholders of Class E Notes in payment of principal until the Note Balance of the Class E Notes is reduced to zero; (xiv) fourteenth, to any Successor Servicer, the Additional Series Successor Servicer Fee, if any; (xxv) tenthfifteenth, to the Noteholders, any accrued and unpaid Additional Interest Amounts due on the Notes, payable first, sequentially by Class [(with any Additional Interest Amounts applied to the Class A Notes allocated to the Class A-1[a] Notes, [the Class A-1b Notes,] the Class A-2 Notes and the Class A-3 Notes, pro rata, based on the amount of interest Additional Interest Amount due to each of the Class A-1a Notes and A-1[a] Notes, [the Class A-1b Notes, then to ,] the Class B A-2 Notes and then to the Class C A-3 Notes)]; (xixvi) eleventhsixteenth, to the Noteholders, any Make-Whole Payments due on the Notes, payable in sequentially by Class, based on the order set forth under Section 8.2(d)(iiamount due [(with any such Make-Whole Payments applied to the Class A-1a Notes and the Class A-1b Notes allocated to each such class of Notes, pro rata based on the Make-Whole Payment due to each such Class)]; (xiixvii) twelfth[seventeenth, to the Swap Counterparty, the amount of any payment due under the Swap Agreement due to a swap termination due to it and not paid under clause (iii) above; (xviii) eighteenth, to any other parties as the Administrator has identified, any remaining expenses of the Trust, up to the Series 2024[_]-1 [_] Group Allocated Percentage of such amounts; (xiii) thirteenth, if applicable, to any Letter of Credit Provider, all amounts due, including (x) fees due to such Letter of Credit Provider and (y) expenses and indemnities due to such Letter of Credit Provider; and (xivxix) fourteenthnineteenth, to the [Certificate Distribution Account for distribution sequentially to the Class B Certificateholders and the Class A Certificateholders, in that order][Class R Interest], any remaining amounts.

Distributions Following Acceleration. If the Notes are accelerated after an Event of Default with respect to Group 1, on each Payment Date starting with the Payment Date relating to the Collection Period in which the Notes are accelerated, the Note Paying Agent will (based on the information in the most recent Monthly Investor Report) withdraw from the Series 20242023-1 6 Accounts and make deposits and payments, to the extent of Series 20242023-1 6 Available Funds and funds in the Series 20242023-1 6 Accounts for the related Collection Period, in the following order of priority (pro rata to the Persons within each priority level based on the amounts due except as stated): (i) first, pro rata, (A) to the Indenture Trustee, all amounts due to the Indenture Trustee, including fees, expenses and indemnities, indemnities and (B) to the Master Collateral Agent and the Owner Trustee, the Series 20242023-1 6 Group Allocated Percentage of all amounts due to such parties, including fees, expenses and indemnities and (C) to the Asset Representations Reviewer, (i) the Series 2024-1 ARR Series Allocation Percentage of all amounts due to the Asset Representations Reviewer, including fees (excluding any Supplemental ARR Fee and including fees due in connection with any Asset Representations Review of Group 1 Receivables), expenses and indemnities and (ii) the Series 2024-1 Supplemental ARR Series Allocation Percentage of the Supplemental ARR Feeindemnities; (ii) second, (A) to the Servicer, the Series 20242023-1 6 Allocation Percentage of the Servicing Fee and (B) to any Successor Servicer, the Series 20242023-1 6 Group Allocated Percentage of a one-time Successor Servicer engagement fee of $150,000, payable on the first Payment Date following its assumption of duties as Successor Servicer; (iii) third, to the Noteholders of Class A-1a Notes and Class A-1b A Notes, the aggregate Accrued Note Interest for the Class A-1a Notes and the Class A-1b Notes, pro rata, based on the Accrued Note Interest due on each such Class of A Notes; (iv) fourth, to the Noteholders of Class A-1a A Notes and the Class A-1b Notes, pro rata, based on the Note Balance of each such Class of Notes, in payment of principal until the aggregate Note Balance of the Class A-1a Notes and the Class A-1b A Notes is reduced to zero; (v) fifth, to the Noteholders of Class B Notes, the Accrued Note Interest for the Class B Notes; (vi) sixth, to the Noteholders of Class B Notes in payment of principal until the Note Balance of the Class B Notes is reduced to zero; (vii) seventh, to the Noteholders of Class C Notes, the Accrued Note Interest for the Class C Notes; (viii) eighth, to the Noteholders of Class C Notes in payment of principal until the Note Balance of the Class C Notes is reduced to zero; (ix) ninth, to any Successor Servicer, the Additional Series Successor Servicer Fee, if any; (x) tenth, to the Noteholders, any accrued and unpaid Additional Interest Amounts due on the Notes, payable first, to the Class A Notes, pro rata, based on the amount of interest due to the Class A-1a Notes and Class A-1b Notes, then to the Class B Notes and then to the Class C Notes; (xi) eleventh, to the Noteholders, any Make-Whole Payments due on the Notes, payable in the order set forth under Section 8.2(d)(ii); (xii) twelfth, to any other parties as the Administrator has identified, any remaining expenses of the Trust, up to the Series 20242023-1 6 Group Allocated Percentage of such amounts; (xiii) thirteenth, if applicable, to any Letter of Credit Provider, all amounts due, including (x) fees due to such Letter of Credit Provider and (y) expenses and indemnities due to such Letter of Credit Provider; and (xiv) fourteenth, to the Class R Interest, any remaining amounts.