Common use of Duties of the Calculation Agent Clause in Contracts

Duties of the Calculation Agent. (a) The Calculation Agent shall, in relation to Class A2 Notes, until their final maturity or such earlier date on which the Class A2 Notes are due and payable in full and in either case until the Trustee has paid all amounts in relation to the Class A2 Notes to the Principal Paying Agent or, if applicable, the Note Trustee: Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] -------------------------------------------------------------------------------- (i) perform such duties at its Specified Office as are set forth in this agreement and in the Conditions and any other duties which are reasonably incidental at the request of the Trustee, the Trust Manager, the Note Trustee or the Principal Paying Agent; (ii) determine LIBOR for each Interest Period, and calculate the relevant Interest and the Interest Rate on the Class A2 Notes, in the manner set out in Condition 4 and confirm with the Currency Swap Provider that the LIBOR determined under this agreement is the same as LIBOR determined by the Currency Swap Provider under the Currency Swap; and (iii) notify the Trustee, the Trust Manager, the Note Trustee, the Paying Agents, the Currency Swap Provider and the Luxembourg Stock Exchange (for so long as the Class A2 Notes are listed on the Luxembourg Stock Exchange) by telex or facsimile transmission on or as soon as possible after the first day of that Interest Period, of the Interest Rate and the Interest so determined by it in relation to that Interest Period, specifying to those parties the rates upon which they are based and (where relevant) the names of the banks quoting those rates. (b) The Trust Manager on behalf of the Trustee shall cause the Interest and the Interest Rates applicable to the Class A2 Notes for each Interest Period together with the relevant Payment Date, to be published (subject to clause 23, on behalf of and at the expense of the Trustee) in accordance with the provisions of Conditions 4 and 12, on or as soon as possible after the commencement of the relevant Interest Period unless the Note Trustee otherwise agrees, provided that the Trustee, the Calculation Agent and the Note Trustee shall co-operate with the Trust Manager in order to effect that publication. (c) The Interest, Interest Rate and relevant Payment Date published under paragraph (b) may subsequently be amended (or appropriate alternative arrangements made by way of adjustment) without notice to Class A2 Noteholders in the event of a shortening of the Interest Period. (d) If the Calculation Agent at any time for any reason does not determine the Interest Rate for or calculate the Interest payable on a Class A2 Note, the Trust Manager shall do so and each such determination or calculation shall be deemed to have been made by the Calculation Agent. In doing so, the Trust Manager shall apply the provisions of this clause 6, with any necessary consequential amendments, to the extent that, in its opinion, it can do so, and, in all other respects it shall do so in such a manner as it reasonably considers fair and reasonable in all the circumstances. (e) If the Trust Manager does not at any time for any reason determine a Principal Payment or the Principal Amount applicable to Class A2 Notes in accordance with the Transaction Documents, the Principal Payment and the Principal Amount shall be determined by the Calculation Agent in accordance with the Transaction Documents (but based on the information in its possession) and each such determination or calculation shall be deemed to have been made by the Trust Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------

Duties of the Calculation Agent. (a) The Calculation Agent shall, in relation to the Class A2 A-1 Notes, until their final maturity or such earlier date on which the Class A2 A-1 Notes are due and payable in full and in either case until the Trustee has paid all amounts in relation to the Class A2 A-1 Notes to the Principal Paying Agent or, if applicable, the Note Trustee: Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------: (i) perform such duties at its Specified Office as are set forth in this agreement and in the relevant Conditions and any other duties which are reasonably incidental at the request of the Trustee, the Trust Manager, the Note Trustee or the Principal Paying Agent; (ii) determine LIBOR for each Interest Period, and calculate the relevant Interest and the Interest Rate on the Class A2 A-1 Notes, in the manner set out in Condition 4 and confirm with the Currency Swap Provider (using the contact details notified by that Currency Swap Provider to the Calculation Agent) that the LIBOR determined under this agreement is the same as the LIBOR determined by the Currency Swap Provider under the Currency Swap; and; (iii) notify the Trustee, the Trust Manager, the Note Trustee, the Paying Agents, Agents and the Currency Swap Provider and the Luxembourg Stock Exchange (for so long as the Class A2 Notes are listed on the Luxembourg Stock Exchange) by telex or facsimile transmission on or as soon as possible after the first day of that each Interest Period, of the Interest Rate Rates and the Interest so determined by it in relation to that Interest Period, specifying to those parties the rates upon which they are based and (where relevant) the names of the banks quoting those rates. (b) The Trust Manager shall on behalf of the Trustee shall cause the Interest and the Interest Rates applicable to the Class A2 A-1 Notes for each Interest Period Period, together with the relevant Payment Date, to be published (subject to clause 2320, on behalf of and at the expense of the Trustee) in accordance with the provisions of the relevant Conditions 4 and 12, on or as soon as possible after the commencement of the relevant Interest Period unless the Note Trustee otherwise agrees, provided that the Trustee, the Calculation Agent and the Note Trustee shall co-operate with the Trust Manager in order to effect that publication.. Agency Agreement [Allens Xxxxxx Xxxxxxxx LOGO] -------------------------------------------------------------------------------- (c) The Interest, Interest Rate and relevant Payment Date published under paragraph (b) may subsequently be amended (or appropriate alternative arrangements made by way of adjustment) without notice to Class A2 A-1 Noteholders in the event of a shortening of an amendment to the Interest Period. (d) If the Calculation Agent at any time and for any reason does not determine the Interest Rate for or calculate the Interest payable on a Class A2 A-1 Note, the Trust Manager shall do so and each such determination or calculation shall be deemed to have been made by the Calculation Agent. In doing so, the Trust Manager shall apply the provisions of this clause 6, with any necessary consequential amendments, to the extent that, in its opinion, it can do so, and, in all other respects it shall do so in such a manner as it reasonably considers shall deem fair and reasonable in all the circumstances. (e) If the Trust Manager does not at any time for any reason determine a Principal Payment or the Principal Amount applicable to Class A2 Notes in accordance with the Transaction Documents, the Principal Payment and the Principal Amount shall be determined by the Calculation Agent in accordance with the Transaction Documents (but based on the information in its possession) and each such determination or calculation shall be deemed to have been made by the Trust Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------

Duties of the Calculation Agent. (a) The Calculation Agent shall, in relation to Class A2 the Offshore Notes, until their final maturity or such earlier date on which the Class A2 Offshore Notes are due and payable in full and in either case until the Trustee has paid all amounts in relation to the Class A2 Offshore Notes to the Principal Paying Agent or, if applicable, the Note Trustee: Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------: (i) perform such duties at its Specified Office as are set forth in this agreement and in the relevant Conditions and any other duties which are reasonably incidental at the request of the Trustee, the Trust Manager, the Note Trustee or the Principal Paying Agent; (ii) determine LIBOR (in respect of the Class A-1 Notes) and EURIBOR (in respect of the Class A-2 Notes) for each Quarterly Interest Period, and calculate the relevant Interest and the Interest Rate on the Class A2 relevant Offshore Notes, in the manner set out in the relevant Condition 4 and confirm with the Currency Swap Provider (using the contact details notified by that Currency Swap Provider to the Calculation Agent) that the LIBOR and EURIBOR determined under this agreement is the same as the LIBOR and EURIBOR determined by the Currency Swap Provider under the relevant Currency Swap; and; (iii) notify the Trustee, the Trust Manager, the Note Trustee, the Paying Agents, and the Currency Swap Provider and the Luxembourg Stock Exchange (for so long as the Class A2 Notes are listed on the Luxembourg Stock Exchange) by telex or facsimile transmission on or as soon as possible after the first day of that each Quarterly Interest PeriodPeriod for each such Class of Offshore Notes, of the Interest Rate Rates and the Interest so determined by it in relation to that Quarterly Interest Period, specifying to those parties the rates upon which they are based and (where relevant) the names of the banks quoting those rates. (b) The Trust Manager shall on behalf of the Trustee shall cause the Interest and the Interest Rates applicable to the Class A2 relevant Offshore Notes for each Quarterly Interest Period Period, together with the relevant -------------------------------------------------------------------------------- Page 9 + AGENCY AGREEMENT ALLENS XXXXXX XXXXXXXX -------------------------------------------------------------------------------- Payment Date, to be published (subject to clause 2320, on behalf of and at the expense of the Trustee) in accordance with the provisions of the relevant Conditions 4 and 12, on or as soon as possible after the commencement of the relevant Quarterly Interest Period unless the Note Trustee otherwise agrees, provided that the Trustee, the Calculation Agent and the Note Trustee shall co-operate with the Trust Manager in order to effect that publication. (c) The Interest, Interest Rate and relevant Payment Date published under paragraph (b) may subsequently be amended (or appropriate alternative arrangements made by way of adjustment) without notice to Class A2 Offshore Noteholders in the event of a shortening of an amendment to the Quarterly Interest Period. (d) If the Calculation Agent at any time and for any reason does not determine the Interest Rate for or calculate the Interest payable on a Class A2 an Offshore Note, the Trust Manager shall do so and each such determination or calculation shall be deemed to have been made by the Calculation Agent. In doing so, the Trust Manager shall apply the provisions of this clause 6, with any necessary consequential amendments, to the extent that, in its opinion, it can do so, and, in all other respects it shall do so in such a manner as it reasonably considers shall deem fair and reasonable in all the circumstances. (e) If the Trust Manager does not at any time for any reason determine a Principal Payment or the Principal Amount applicable to Class A2 Notes in accordance with the Transaction Documents, the Principal Payment and the Principal Amount shall be determined by the Calculation Agent in accordance with the Transaction Documents (but based on the information in its possession) and each such determination or calculation shall be deemed to have been made by the Trust Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------

Duties of the Calculation Agent. (a) The Calculation Agent shall, in relation to Class A2 US$ Notes, until their final maturity or such earlier date on which the Class A2 US$ Notes are due and payable in full and in either case until the Trustee has paid all amounts due in relation to the Class A2 US$ Notes to the Principal Paying Agent or, if applicable, the Note Trustee: Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------: (i) perform such duties at its Specified Office as are set forth in this agreement and in the relevant Conditions and any other duties which are reasonably incidental at the request of the Trustee, the Trust Manager, the Note Trustee or the Principal Paying Agent; (ii) determine LIBOR for each Interest PeriodPeriod for the US$ Notes, and calculate the relevant Interest and the Interest Rate on the US$ Notes in each Class A2 of US$ Agency Agreement Allens Xxxxxx Xxxxxxxx -------------------------------------------------------------------------------- Notes, in the manner set out in the relevant Condition 4 and confirm with the each Currency Swap Provider (using the contact details notified by each Currency Swap Provider to the Calculation Agent) that the LIBOR determined under this agreement is the same as the LIBOR determined by the that Currency Swap Provider under the relevant Currency Swap; and (iii) notify the Trustee, the Trust Manager, the Note Trustee, the Paying Agents, the Agents and each Currency Swap Provider and the Luxembourg Stock Exchange (for so long as the Class A2 Notes are listed on the Luxembourg Stock Exchange) by telex or facsimile transmission on or as soon as possible after the first day of that Interest Period, of the Interest Rate and the Interest so determined by it in relation to that Interest PeriodPeriod and each Class of US$ Notes, specifying to those parties the rates upon which they are based and (where relevant) the names of the banks quoting those rates. (b) The Trust Manager on behalf of the Trustee shall cause the Interest and the Interest Rates applicable to the each Class A2 of US$ Notes for each Interest Period together with the relevant Payment Date, to be published (subject to clause 23, on behalf of and at the expense of the Trustee) in accordance with the provisions of the relevant Conditions 4 and 12, on or as soon as possible after the commencement of the relevant Interest Period unless the Note Trustee otherwise agrees, provided that the Trustee, the Calculation Agent and the Note Trustee shall co-operate with the Trust Manager in order to effect that publication. (c) The Interest, Interest and Interest Rate for each Class of US$ Notes and relevant Payment Date published under paragraph (b) may subsequently be amended (or appropriate alternative arrangements made by way of adjustment) without notice to Class A2 US$ Noteholders in the event of a shortening an amendment of the Interest Period. (d) If the Calculation Agent at any time for any reason does not determine the Interest Rate for or calculate the Interest payable on a Class A2 US$ Note, the Trust Manager shall do so and each such determination or calculation shall be deemed to have been made by the Calculation Agent. In doing so, the Trust Manager shall apply the provisions of this clause 6, with any necessary consequential amendments, to the extent that, in its opinion, it can do so, and, in all other respects it shall do so in such a manner as it reasonably considers fair and reasonable in all the circumstances. (e) If the Trust Manager does not at any time for any reason determine a Principal Payment or the Principal Amount applicable to Class A2 Notes a US$ Note in accordance with the Transaction Documents, the Principal Payment and the Principal Amount shall be determined by the Calculation Agent in accordance with the Transaction Documents (but based on the information in its possession) and each such determination or calculation shall be deemed to have been made by the Trust Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------Manager. The Calculation Agent may appoint any person as its agent for the purpose of making any such calculation or determination.

Duties of the Calculation Agent. (a) The Calculation Agent shall, in relation to the Class A2 of US$ Notes, until their final maturity or such earlier date on which the Class A2 US$ Notes are due and payable in full and in either case until the Trustee has paid all amounts in relation to the Class A2 US$ Notes to the Principal Paying Agent or, if applicable, the Note Trustee: Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------: (i) perform such duties at its Specified Office as are set forth in this agreement and in the Conditions and any other duties which are reasonably incidental at the request of the Trustee, the Trust Manager, the Note Trustee or the Principal Paying Agent; (ii) determine LIBOR for each Interest Period, and calculate the relevant Interest and the Interest Rate on the Class A2 Notes, in the manner set out in Condition 4 and confirm with the Currency Swap Provider that the LIBOR determined under this agreement Agreement is the same as LIBOR determined by the Currency Swap Provider under the Currency Swap; and; (iii) notify the Trustee, the Trust Manager, the Note Trustee, Trustee and the Paying Agents, the Currency Swap Provider and the Luxembourg Stock Exchange (for so long as the Class A2 Notes are listed on the Luxembourg Stock Exchange) Agents by telex or facsimile transmission on or as soon as possible after the first day of that Interest -------------------------------------------------------------------------------- Page 7 AGENCY AGREEMENT Allens Xxxxxx Xxxxxxxx -------------------------------------------------------------------------------- Period, of the Interest Rate and the Interest so determined by it in relation to that Interest Period, specifying to those parties the Trustee and the Manager the rates upon which they are based and (where relevant) the names of the banks quoting those rates.; and (biv) The Trust Manager on behalf of the Trustee shall cause the Interest and the Interest Rates applicable to the Class A2 US$ Notes for each Interest Period together with the relevant Payment Date, to be published (subject to clause 23, on behalf of and at the expense of the Trustee) in accordance with the provisions of Conditions 4 and 12, on or as soon as possible after the commencement of the relevant Interest Period unless the Note Trustee otherwise agreesPeriod, provided that the Trustee, Trustee and the Calculation Agent Manager and the Note Trustee shall co-operate with the Trust Manager Calculation Agent in order to effect that publication. (cb) The Interest, Interest Rate and relevant Payment Date published under sub-paragraph (biv) may subsequently be amended (or appropriate alternative arrangements made by way of adjustment) without notice to Class A2 US$ Noteholders in the event of a shortening of the Interest Period. (dc) If the Calculation Agent at any time for any reason does not determine the Interest Rate for or calculate the Interest payable on a Class A2 Notefor the US$ Notes, the Trust Manager shall do so and each such determination or calculation shall be deemed to have been made by the Calculation Agent. In doing so, the Trust Manager shall apply the provisions of this clause 6, with any necessary consequential amendments, to the extent that, in its opinion, it can do so, and, in all other respects it shall do so in such a manner as it reasonably considers shall deem fair and reasonable in all the circumstances. (ed) If the Trust Manager does not at any time for any reason determine a Principal Payment Payment, the Invested Amount or the Principal Stated Amount applicable to Class A2 US$ Notes in accordance with the Transaction Documents, the Principal Payment Payment, Invested Amount and the Principal Stated Amount shall be determined by the Calculation Agent in accordance with the Transaction Documents (but based solely on the information in its possession) and each such determination or calculation shall be deemed to have been made by the Trust Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------Manager. The Calculation Agent may appoint any person as its agent for the purpose of making any such calculation or determination.

Duties of the Calculation Agent. (a) The Calculation Agent agrees to comply with the provisions of Condition 5 (Interest) and this Agreement. In particular, the Calculation Agent shall: 9.1.1 determine the Interest Rate (including the Relevant 5 Year Reset Rate on behalf of the Issuer in accordance with the Conditions) in respect of each Reset Period commencing on the relevant Reset Date, in relation subject to Class A2 Notes, until their final maturity or such earlier date on which the Class A2 Notes are due and payable in full and in either case until accordance with the Trustee has paid all amounts Conditions. The Relevant 5 Year Reset Rate shall be procured by the Issuer in relation to the Class A2 Notes to the Principal Paying Agent or, if applicable, the Note Trustee: Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] -------------------------------------------------------------------------------- (i) perform such duties at its Specified Office as are set forth in this agreement and in accordance with the Conditions and any other duties which are reasonably incidental at notified to the request of Calculation Agent to allow the Trustee, the Trust Manager, the Note Trustee or the Principal Paying Agent; (ii) Calculation Agent to determine LIBOR for each Interest Period, and calculate the relevant Interest and the Interest Rate on the Class A2 Notes, in the manner set out in Condition 4 and confirm accordance with the Currency Swap Provider that Conditions. The Calculation Agent shall not be held liable for failing to determine the LIBOR determined under this agreement Interest Rate if it is not notified of the same as LIBOR determined Relevant 5 Year Reset Rate by the Currency Swap Provider under Issuer in a timely fashion or at all or if the Currency Swap; andIssuer fails to provide the Calculation Agent with the information required to make such determination in a timely fashion or at all; (iii) notify the Trustee, the Trust Manager, the Note Trustee, the Paying Agents, the Currency Swap Provider and the Luxembourg Stock Exchange (for so long as the Class A2 Notes are listed on the Luxembourg Stock Exchange) by telex or facsimile transmission on or 9.1.2 as soon as possible practicable after determining the first day of that Interest PeriodRate applicable to the Capital Securities for any Reset Period pursuant to the Conditions, of notify the Issuer and the Paying Agents thereof; 9.1.3 publish the Interest Rate and the Interest so determined by it in relation to that Interest Period, specifying to those parties the rates upon which they are based and (where relevant) the names of the banks quoting those rates. (b) The Trust Manager on behalf of the Trustee shall cause the Interest and the Interest Rates applicable to the Class A2 Notes for each Interest Period together with the relevant Payment Date, to be published (subject to clause 23, on behalf of and at the expense of the Trustee) Amount in accordance with the provisions of Conditions 4 and 12, on or as soon as possible after the commencement of the relevant Condition 5.1(a) (Interest Period unless the Note Trustee otherwise agrees, provided that the Trustee, Rate); 9.1.4 if the Calculation Agent and the Note Trustee shall co-operate with the Trust Manager in order to effect that publication. (c) The Interest, Interest Rate and relevant Payment Date published under paragraph (b) may subsequently be amended (or appropriate alternative arrangements made by way of adjustment) without notice to Class A2 Noteholders in the event of a shortening of the Interest Period. (d) If the Calculation Agent at any time for any reason does not determine the Interest Rate for or calculate the Interest payable on a Class A2 Note, the Trust Manager shall do so and each such determination or calculation shall be deemed to have been made by the Calculation Agent. In doing so, the Trust Manager shall apply the provisions of this clause 6, with any necessary consequential amendments, to the extent that, in its opinion, it can do so, and, in all other respects it shall do so in such a manner as it reasonably considers fair and reasonable in all the circumstances. (e) If the Trust Manager does not at any time for any reason determine a Principal Payment and/or calculate and/or publish the Interest Rate or the Principal Interest Payment Amount applicable to Class A2 Notes in accordance with respect of any Reset Period or any other amount, rate or date as provided in this Clause 9, it shall promptly notify each of the Transaction Documents, the Principal Payment Issuer and the Principal Amount shall be determined other Agents of that fact; and 9.1.5 maintain records of the quotations obtained, and all rates determined, by it and make such records available for inspection at all reasonable times by the Calculation Agent in accordance with Issuer and the Transaction Documents (but based on the information in its possession) and each such determination or calculation shall be deemed to have been made by the Trust Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------other Agents.

Duties of the Calculation Agent. (a) The Calculation Agent shall, in relation to Class A2 the Offshore Notes, until their final maturity or such earlier date on which the Class A2 Offshore Notes are due and payable in full and in either case until the Trustee has paid all amounts in relation to the Class A2 Offshore Notes to the Principal Paying Agent or, if applicable, the Note Trustee: Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------: (i) perform such duties at its Specified Office as are set forth in this agreement and in the relevant Conditions and any other duties which are reasonably incidental at the request of the Trustee, the Trust Manager, the Note Trustee or the Principal Paying Agent; (ii) determine LIBOR (in respect of the Class A-1 Notes) and EURIBOR (in respect of the Class A-2 Notes) for each Interest Period, and calculate the relevant Interest and the Interest Rate on the Class A2 relevant Offshore Notes, in the manner set out in the relevant Condition 4 and confirm with the Currency Swap Provider (using the contact details notified by that Currency Swap Provider to the Calculation Agent) that the LIBOR and EURIBOR determined under this agreement is the same as the LIBOR and EURIBOR determined by the Currency Swap Provider under the relevant Currency Swap; and; (iii) notify the Trustee, the Trust Manager, the Note Trustee, the Paying Agents, the Currency Swap Provider and the Luxembourg Irish Stock Exchange (for so long as the Class A2 A-2 Notes are listed on the Luxembourg Irish Stock Exchange) and the Currency Swap Provider by telex or facsimile transmission on or as soon as possible after the first day of that each Interest Period, of the Interest Rate Rates and the Interest so determined by it in relation to that Interest Period, specifying to those parties the rates upon which they are based and (where relevant) the names of the banks quoting those rates. (b) The Trust Manager shall on behalf of the Trustee shall cause the Interest and the Interest Rates applicable to the Class A2 relevant Offshore Notes and each Interest Coupon for each Interest Period Period, together with the relevant Payment Date, to be published (subject to clause 2320, on behalf of and at the expense of the Trustee) in accordance with the provisions of Conditions 4 and 12, on or as soon as possible after the commencement of the relevant Interest Period unless the Note Trustee otherwise agrees, provided that the Trustee, the Calculation Agent and the Note Trustee shall co-operate with the Trust Manager in order to effect that publication. (c) The Interest, Interest Rate and relevant Payment Date published under paragraph (b) may subsequently be amended (or appropriate alternative arrangements made by way of adjustment) without notice to Class A2 Noteholders in the event of a shortening of the Interest Period. (d) If the Calculation Agent at any time for any reason does not determine the Interest Rate for or calculate the Interest payable on a Class A2 Note, the Trust Manager shall do so and each such determination or calculation shall be deemed to have been made by the Calculation Agent. In doing so, the Trust Manager shall apply the provisions of this clause 6, with any necessary consequential amendments, to the extent that, in its opinion, it can do so, and, in all other respects it shall do so in such a manner as it reasonably considers fair and reasonable in all the circumstances. (e) If the Trust Manager does not at any time for any reason determine a Principal Payment or the Principal Amount applicable to Class A2 Notes in accordance with the Transaction Documents, the Principal Payment and the Principal Amount shall be determined by the Calculation Agent in accordance with the Transaction Documents (but based on the information in its possession) and each such determination or calculation shall be deemed to have been made by the Trust Allens Arthur Robinson + Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------

Duties of the Calculation Agent. (a) The Calculation Agent shall, in relation to the Class A2 A Notes, until their final maturity or such earlier date on which the Class A2 A Notes are due and payable in full and in either case until the Trustee has paid all amounts in relation to the Class A2 A Notes to the Principal Paying Agent or, if applicable, the Note Trustee: Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------: (i) perform such duties at its Specified Office as are set forth in this agreement and in the Conditions and any other duties which are reasonably incidental at the request of the Trustee, the Trust Manager, the Note Trustee or the Principal Paying Agent;; AGENCY AGREEMENT [Allens Xxxxxx Xxxxxxxx LOGO] -------------------------------------------------------------------------------- (ii) determine LIBOR for each Interest Period, and calculate the relevant Interest and the Interest Rate on the Class A2 A Notes, in the manner set out in Condition 4 and confirm with the Currency Swap Provider that the LIBOR determined under this agreement is the same as LIBOR determined by the Currency Swap Provider under the Currency Swap; and; (iii) notify the Trustee, the Trust Manager, the Note Trustee, Trustee and the Paying Agents, the Currency Swap Provider and the Luxembourg Stock Exchange (for so long as the Class A2 Notes are listed on the Luxembourg Stock Exchange) Agents by telex or facsimile transmission on or as soon as possible after the first day of that Interest Period, of the Interest Rate and the Interest so determined by it in relation to that Interest Period, specifying to those parties the Trustee and the Manager the rates upon which they are based and (where relevant) the names of the banks quoting those rates.; and (biv) The Trust Manager on behalf of the Trustee shall cause the Interest and the Interest Rates applicable to the Class A2 A Notes for each Interest Period together with the relevant Payment Date, to be published (subject to clause 23, on behalf of and at the expense of the Trustee) in accordance with the provisions of Conditions 4 and 12, on or as soon as possible after the commencement of the relevant Interest Period unless the Note Trustee otherwise agreesPeriod, provided that the Trustee, Trustee and the Calculation Agent Manager and the Note Trustee shall co-operate with the Trust Manager Calculation Agent in order to effect that publication. (cb) The Interest, Interest Rate and relevant Payment Date published under sub-paragraph (biv) may subsequently be amended (or appropriate alternative arrangements made by way of adjustment) without notice to Class A2 A Noteholders in the event of a shortening of the Interest Period. (dc) If the Calculation Agent at any time and for any reason does not determine the Interest Rate for or calculate the Interest payable on a for the Class A2 NoteA Notes, the Trust Manager shall do so and each such determination or calculation shall be deemed to have been made by the Calculation Agent. In doing so, the Trust Manager shall apply the provisions of this clause 6, with any necessary consequential amendments, to the extent that, in its opinion, it can do so, and, in all other respects it shall do so in such a manner as it reasonably considers shall deem fair and reasonable in all the circumstances. (ed) If the Trust Manager does not at any time and for any reason determine a Principal Payment Payment, the Invested Amount or the Principal Stated Amount applicable to Class A2 A Notes in accordance with the Transaction Documents, the Principal Payment Payment, Invested Amount and the Principal Stated Amount shall be determined by the Calculation Agent in accordance with the Transaction Documents (but based solely on the information in its possession) and each such determination or calculation shall be deemed to have been made by the Trust Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------Manager. The Calculation Agent may appoint any person as its agent for the purpose of making any such calculation or determination.

Duties of the Calculation Agent. (a) The Calculation Agent shall, in relation to Class A2 US$ Notes, until their final maturity or such earlier date on which the Class A2 US$ Notes are due and payable in full and in either case until the Trustee has paid all amounts due in relation to the Class A2 US$ Notes to the Principal Paying Agent or, if applicable, the Note Trustee: Agency Agreement [Allens Xxxxxx Xxxxxxxx LogoALLENS XXXXXX XXXXXXXX LOGO] -------------------------------------------------------------------------------- (i) perform such duties at its Specified Office as are set forth in this agreement and in the relevant Conditions and any other duties which are reasonably incidental at the request of the Trustee, the Trust Manager, the Note Trustee or the Principal Paying Agent; (ii) determine LIBOR for each Interest PeriodPeriod for the US$ Notes, and calculate the relevant Interest and the Interest Rate on the US$ Notes in each Class A2 of US$ Notes, in the manner set out in the relevant Condition 4 and confirm with the each Currency Swap Provider (using the contact details notified by each Currency Swap Provider to the Calculation Agent) that the LIBOR determined under this agreement is the same as the LIBOR determined by the that Currency Swap Provider under the relevant Currency Swap; and (iii) notify the Trustee, the Trust Manager, the Note Trustee, the Paying Agents, the Agents and each Currency Swap Provider and the Luxembourg Stock Exchange (for so long as the Class A2 Notes are listed on the Luxembourg Stock Exchange) by telex or facsimile transmission on or as soon as possible after the first day of that Interest Period, of the Interest Rate and the Interest so determined by it in relation to that Interest PeriodPeriod and each Class of US$ Notes, specifying to those parties the rates upon which they are based and (where relevant) the names of the banks quoting those rates. (b) The Trust Manager on behalf of the Trustee shall cause the Interest and the Interest Rates applicable to the each Class A2 of US$ Notes for each Interest Period together with the relevant Payment Date, to be published (subject to clause 23, on behalf of and at the expense of the Trustee) in accordance with the provisions of the relevant Conditions 4 and 12, on or as soon as possible after the commencement of the relevant Interest Period unless the Note Trustee otherwise agrees, provided that the Trustee, the Calculation Agent and the Note Trustee shall co-operate with the Trust Manager in order to effect that publication. (c) The Interest, Interest and Interest Rate for each Class of US$ Notes and relevant Payment Date published under paragraph (b) may subsequently be amended (or appropriate alternative arrangements made by way of adjustment) without notice to Class A2 US$ Noteholders in the event of a shortening an amendment of the Interest Period. (d) If the Calculation Agent at any time for any reason does not determine the Interest Rate for or calculate the Interest payable on a Class A2 US$ Note, the Trust Manager shall do so and each such determination or calculation shall be deemed to have been made by the Calculation Agent. In doing so, the Trust Manager shall apply the provisions of this clause 6, with any necessary consequential amendments, to the extent that, in its opinion, it can do so, and, in all other respects it shall do so in such a manner as it reasonably considers fair and reasonable in all the circumstances. (e) If the Trust Manager does not at any time for any reason determine a Principal Payment or the Principal Amount applicable to Class A2 Notes a US$ Note in accordance with the Transaction Documents, the Principal Payment and the Principal Amount shall be determined by the Calculation Agent in accordance with the Transaction Documents (but based on the information in its possession) and each such determination or calculation shall be deemed -------------------------------------------------------------------------------- Page 8 Agency Agreement [ALLENS XXXXXX XXXXXXXX LOGO] -------------------------------------------------------------------------------- to have been made by the Trust Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------Manager. The Calculation Agent may appoint any person as its agent for the purpose of making any such calculation or determination.

Duties of the Calculation Agent. (a) The Calculation Agent shall, shall in relation to each Class A2 Notes, of Class A Notes until their final maturity or such earlier date on which the Class A2 A Notes are due and payable in full and in either case until the Trustee has paid all amounts in relation to the Class A2 A Notes to the Principal Paying Agent or, if applicable, the Note Trustee: Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------: (i) perform such duties at its Specified Office in London as are set forth in this agreement and in the Conditions and any other duties which are reasonably incidental at the request of the Trustee, the Trust Manager, the Note Trustee or the Principal Paying Agent; (ii) determine LIBOR for each Interest Period, and calculate the relevant Interest and the Interest Rate on the Class A2 Notes, in the manner set out in Condition 4 and confirm with the Currency Swap Provider that the LIBOR determined under this agreement Agreement is the same as LIBOR determined by the Currency Swap Provider under the Currency Swap; and; (iii) notify the Trustee, the Trust Manager, the Note Trustee, Trustee and the Paying Agents, the Currency Swap Provider and the Luxembourg Stock Exchange (for so long as the Class A2 Notes are listed on the Luxembourg Stock Exchange) Agents by telex or facsimile transmission on or as soon as possible after the first day of that Interest Period, of the Interest Rate and the Interest so determined by it in relation to that Interest Period, specifying to those parties the Trustee and the Manager the rates upon which they are based and (where relevant) the names of the banks quoting those rates.; and (biv) The Trust Manager on behalf of the Trustee shall cause the Interest and the Interest Rates applicable to the Class A2 A Notes for each Interest Period together with the relevant Payment Date, to be published (subject to clause 23, on behalf of and at the expense of the Trustee) in accordance with the provisions of Conditions 4 and 12, on or as soon as possible after the commencement of the relevant Interest Period unless the Note Trustee otherwise agreesPeriod, provided that the Trustee, Trustee and the Calculation Agent -------------------------------------------------------------------------------- Page 8 Agency Agreement Xxxxx Xxxxx & Xxxxxxx -------------------------------------------------------------------------------- Manager and the Note Trustee shall co-operate with the Trust Manager Calculation Agent in order to effect that publication. (cb) The Interest, Interest Rate and relevant Payment Date published under sub-paragraph (biv) may subsequently be amended (or appropriate alternative arrangements made by way of adjustment) without notice to Class A2 A Noteholders in the event of a shortening of the Interest Period. (dc) If the Calculation Agent at any time for any reason does not determine the Interest Rate for or calculate the Interest payable on for a Class A2 A Note, the Trust Manager shall do so and each such determination or calculation shall be deemed to have been made by the Calculation Agent. In doing so, the Trust Manager shall apply the provisions of this clause 6, with any necessary consequential amendments, to the extent that, in its opinion, it can do so, and, in all other respects it shall do so in such a manner as it reasonably considers shall deem fair and reasonable in all the circumstances. (ed) If the Trust Manager does not at any time for any reason determine a Principal Payment Payment, the Invested Amount or the Principal Stated Amount applicable to Class A2 A Notes in accordance with the Transaction Documents, the Principal Payment Payment, Invested Amount and the Principal Stated Amount shall be determined by the Calculation Agent in accordance with the Transaction Documents (but based on the information in its possession) and each such determination or calculation shall be deemed to have been made by the Trust Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------Manager. The Calculation Agent may appoint any person as its agent for the purpose of making any such calculation or determination.

Duties of the Calculation Agent. (a) The Calculation Agent shall, in relation to Class A2 A Notes, until their final maturity or such earlier date on which the Class A2 A Notes are due and payable in full and in either case until the Trustee has paid all amounts due in relation to the Class A2 A Notes to the Principal Paying Agent or, if applicable, the Note Trustee: Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------: (i) perform such duties at its Specified Office as are set forth in this agreement and in the relevant Conditions and any other duties which are reasonably incidental at the request of the Trustee, the Trust Manager, the Note Trustee or the Principal Paying Agent; (ii) determine LIBOR for each Interest PeriodPeriod for the Class A Notes, and calculate the relevant Interest and the Interest Rate on the Class A2 A Notes, in the manner set out in the relevant Condition 4 and confirm with the Class A Currency Swap Provider (using the contact details notified by the Class A Currency Swap Provider to the Calculation Agent) that the LIBOR determined under this agreement is the same as the LIBOR determined by the Class A Currency Swap Provider under the Class A Currency Swap; and (iii) notify the Trustee, the Trust Manager, the Note Trustee, the Paying Agents, the Currency Swap Provider and the Luxembourg Irish Stock Exchange (for so long as the Class A2 A Notes are listed on the Luxembourg Irish Stock Exchange) and the Class A Currency Swap Provider by telex or facsimile transmission on or as soon as possible after the first day of that Interest Period, of the Interest Rate and the Interest so determined by it in relation to that Interest PeriodPeriod and the Class A Notes, specifying to those parties the rates upon which they are based and (where relevant) the names of the banks quoting those rates. (b) The Trust Manager on behalf of the Trustee shall cause the Interest and the Interest Rates applicable to the Class A2 A Notes for each Interest Period together with the relevant Payment Date, to be published (subject to clause 23, on behalf of and at the expense of the Trustee) in accordance with the provisions of the relevant Conditions 4 and 12, on or as soon as possible after the commencement of the relevant Interest Period unless the Note Trustee otherwise agrees, provided that the Trustee, the Calculation Agent and the Note Trustee shall co-operate with the Trust Manager in order to effect that publication. (c) The Interest, Interest and Interest Rate for the Class A Notes and relevant Payment Date published under paragraph (b) may subsequently be amended (or appropriate alternative arrangements made by way of adjustment) without notice to Class A2 A Noteholders in the event of a shortening an amendment of the Interest Period. (d) If the Calculation Agent at any time for any reason does not determine the Interest Rate for or calculate the Interest payable on a Class A2 A Note, the Trust Manager shall do so and each -------------------------------------------------------------------------------- Page 8 Agency Agreement Allens Xxxxxx Xxxxxxxx -------------------------------------------------------------------------------- such determination or calculation shall be deemed to have been made by the Calculation Agent. In doing so, the Trust Manager shall apply the provisions of this clause 6, with any necessary consequential amendments, to the extent that, in its opinion, it can do so, and, in all other respects it shall do so in such a manner as it reasonably considers fair and reasonable in all the circumstances. (e) If the Trust Manager does not at any time for any reason determine a Principal Payment or the Principal Amount applicable to a Class A2 Notes A Note in accordance with the Transaction Documents, the Principal Payment and the Principal Amount shall be determined by the Calculation Agent in accordance with the Transaction Documents (but based on the information in its possession) and each such determination or calculation shall be deemed to have been made by the Trust Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------Manager. The Calculation Agent may appoint any person as its agent for the purpose of making any such calculation or determination.

Duties of the Calculation Agent. (a) The Calculation Agent shall, in relation to each Class A2 of US$ Notes, until their final maturity or such earlier date on which the Class A2 US$ Notes are due and payable in full and in either case until the Trustee has paid all amounts in relation to the Class A2 US$ Notes to the Principal Paying Agent or, if applicable, the Note Trustee: Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------: (i) perform such duties at its Specified Office in New York as are set forth in this agreement and in the Conditions and any other duties which are reasonably incidental at the request of the Trustee, the Trust Manager, the Note Trustee or the Principal Paying Agent; (ii) determine LIBOR for each Interest Period, and calculate the relevant Interest and the Interest Rate on the Class A2 Notes, in the manner set out in Condition 4 and confirm with the Currency Swap Provider that the LIBOR determined under this agreement Agreement is the same as LIBOR determined by the Currency Swap Provider under the Currency Swap; and; (iii) notify the Trustee, the Trust Manager, the Note Trustee, Trustee and the Paying Agents, the Currency Swap Provider and the Luxembourg Stock Exchange (for so long as the Class A2 Notes are listed on the Luxembourg Stock Exchange) Agents by telex or facsimile transmission on or as soon as possible after the first day of that Interest Period, of the Interest Rate and the Interest so determined by it in relation to that Interest Period, specifying to those parties the Trustee and the Manager the rates upon which they are based and (where relevant) the names of the banks quoting those rates.; and (biv) The Trust Manager on behalf of the Trustee shall cause the Interest and the Interest Rates applicable to the Class A2 US$ Notes for each Interest Period together with the relevant Payment Date, to be published (subject to clause 23, on behalf of and at the expense of the Trustee) in accordance with the provisions of Conditions 4 and 12, on or as soon as possible after the commencement of the relevant Interest Period unless the Note Trustee otherwise agreesPeriod, provided that the Trustee, Trustee and the Calculation Agent Manager and the Note Trustee shall co-operate with the Trust Manager Calculation Agent in order to effect that publication.. -------------------------------------------------------------------------------- Page 8 Xxxxx Xxxxx AGENCY AGREEMENT & Xxxxxxx -------------------------------------------------------------------------------- (cb) The Interest, Interest Rate and relevant Payment Date published under sub-paragraph (biv) may subsequently be amended (or appropriate alternative arrangements made by way of adjustment) without notice to Class A2 US$ Noteholders in the event of a shortening of the Interest Period. (dc) If the Calculation Agent at any time for any reason does not determine the Interest Rate for or calculate the Interest payable on for a Class A2 US$ Note, the Trust Manager shall do so and each such determination or calculation shall be deemed to have been made by the Calculation Agent. In doing so, the Trust Manager shall apply the provisions of this clause 6, with any necessary consequential amendments, to the extent that, in its opinion, it can do so, and, in all other respects it shall do so in such a manner as it reasonably considers shall deem fair and reasonable in all the circumstances. (ed) If the Trust Manager does not at any time for any reason determine a Principal Payment Payment, the Invested Amount or the Principal Stated Amount applicable to Class A2 US$ Notes in accordance with the Transaction Documents, the Principal Payment Payment, Invested Amount and the Principal Stated Amount shall be determined by the Calculation Agent in accordance with the Transaction Documents (but based on the information in its possession) and each such determination or calculation shall be deemed to have been made by the Trust Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------Manager. The Calculation Agent may appoint any person as its agent for the purpose of making any such calculation or determination.

Duties of the Calculation Agent. (a) The Calculation Agent shall, in relation to the [Class A2 A-1] Notes, until their final maturity or such earlier date on which the [Class A2 A-1] Notes are due and payable in full and in either case until the Trustee has paid all amounts in relation to the [Class A2 A-1] Notes to the Principal Paying Agent or, if applicable, the Note Trustee: Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------: (i) perform such duties at its Specified Office as are set forth in this agreement and in the relevant Conditions and any other duties which are reasonably incidental at the request of the Trustee, the Trust Manager, the Note Trustee or the Principal Paying Agent; (ii) determine LIBOR for each Interest Period, and calculate the relevant Interest and the Interest Rate on the [Class A2 A-1] Notes, in the manner set out in Condition 4 and confirm with the Currency Swap Provider (using the contact details notified by that Currency Swap Provider to the Calculation Agent) that the LIBOR determined under this agreement is the same as the LIBOR determined by the Currency Swap Provider under the Currency Swap; and; (iii) notify the Trustee, the Trust Manager, the Note Trustee, the Paying Agents, Agents and the Currency Swap Provider and the Luxembourg Stock Exchange (for so long as the Class A2 Notes are listed on the Luxembourg Stock Exchange) by telex or facsimile transmission on or as soon as possible after the first day of that each Interest Period, of the Interest Rate Rates and the Interest so determined by it in relation to that Interest Period, specifying to those parties the rates upon which they are based and (where relevant) the names of the banks quoting those rates. (b) The Trust Manager on behalf of the Trustee shall cause the Interest and the Interest Rates applicable to the Class A2 Notes for each Interest Period together with the relevant Payment Date, to be published (subject to clause 23, on behalf of and at the expense of the Trustee) in accordance with the provisions of Conditions 4 and 12, on or as soon as possible after the commencement of the relevant Interest Period unless the Note Trustee otherwise agrees, provided that the Trustee, the Calculation Agent and the Note Trustee shall co-operate with the Trust Manager in order to effect that publication.Agency Agreement [Allens Xxxxxx Xxxxxxxx LOGO] -------------------------------------------------------------------------------- (c) The Interest, Interest Rate and relevant Payment Date published under paragraph (b) may subsequently be amended (or appropriate alternative arrangements made by way of adjustment) without notice to [Class A2 A-1] Noteholders in the event of a shortening of an amendment to the Interest Period. (d) If the Calculation Agent at any time and for any reason does not determine the Interest Rate for or calculate the Interest payable on a [Class A2 A-1] Note, the Trust Manager shall do so and each such determination or calculation shall be deemed to have been made by the Calculation Agent. In doing so, the Trust Manager shall apply the provisions of this clause 6, with any necessary consequential amendments, to the extent that, in its opinion, it can do so, and, in all other respects it shall do so in such a manner as it reasonably considers shall deem fair and reasonable in all the circumstances. (e) If the Trust Manager does not at any time for any reason determine a Principal Payment or the Principal Amount applicable to Class A2 Notes in accordance with the Transaction Documents, the Principal Payment and the Principal Amount shall be determined by the Calculation Agent in accordance with the Transaction Documents (but based on the information in its possession) and each such determination or calculation shall be deemed to have been made by the Trust Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------

Duties of the Calculation Agent. (a) The Calculation Agent shall, in relation to Class A2 US$ Notes, until their final maturity or such earlier date on which the Class A2 US$ Notes are due and payable in full and in either case until the Trustee has paid all amounts due in relation to the Class A2 US$ Notes to the Principal Paying Agent or, if applicable, the Note Trustee: Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------: (i) perform such duties at its Specified Office as are set forth in this agreement and in the Conditions and any other duties which are reasonably incidental at the request of the Trustee, the Trust Manager, the Note Trustee or the Principal Paying Agent; (ii) determine LIBOR for each Interest PeriodPeriod for the US$ Notes, and calculate the relevant Interest and the Interest Rate on the US$ Notes in each Class A2 of US$ Notes, in the manner set out in Condition 4 and confirm with the each Currency Swap Provider that the LIBOR determined under this agreement is the same as LIBOR determined by the that Currency Swap Provider under the relevant Currency Swap; and (iii) notify the Trustee, the Trust Manager, the Note Trustee, the Paying Agents, the Agents and each Currency Swap Provider and the Luxembourg Stock Exchange (for so long as the Class A2 Notes are listed on the Luxembourg Stock Exchange) by telex or facsimile transmission on or as soon as possible after the first day of that Interest Period, of the Interest Rate and the AGENCY AGREEMENT Allens Xxxxxx Xxxxxxxx ------------------------------------------------------------------------------- Interest so determined by it in relation to that Interest PeriodPeriod and each Class of US$ Notes, specifying to those parties the rates upon which they are based and (where relevant) the names of the banks quoting those rates. (b) The Trust Manager on behalf of the Trustee shall cause the Interest and the Interest Rates applicable to the each Class A2 of US$ Notes for each Interest Period together with the relevant Payment Date, to be published (subject to clause 23, on behalf of and at the expense of the Trustee) in accordance with the provisions of Conditions 4 and 12, on or as soon as possible after the commencement of the relevant Interest Period unless the Note Trustee otherwise agrees, provided that the Trustee, the Calculation Agent and the Note Trustee shall co-operate with the Trust Manager in order to effect that publication. (c) The Interest, Interest and Interest Rate for each Class of US$ Notes and relevant Payment Date published under paragraph (b) may subsequently be amended (or appropriate alternative arrangements made by way of adjustment) without notice to Class A2 US$ Noteholders in the event of a shortening an amendment of the Interest Period. (d) If the Calculation Agent at any time for any reason does not determine the Interest Rate for or calculate the Interest payable on a Class A2 US$ Note, the Trust Manager shall do so and each such determination or calculation shall be deemed to have been made by the Calculation Agent. In doing so, the Trust Manager shall apply the provisions of this clause 6, with any necessary consequential amendments, to the extent that, in its opinion, it can do so, and, in all other respects it shall do so in such a manner as it reasonably considers fair and reasonable in all the circumstances. (e) If the Trust Manager does not at any time for any reason determine a Principal Payment or the Principal Amount applicable to Class A2 Notes a US$ Note in accordance with the Transaction Documents, the Principal Payment and the Principal Amount shall be determined by the Calculation Agent in accordance with the Transaction Documents (but based on the information in its possession) and each such determination or calculation shall be deemed to have been made by the Trust Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------Manager. The Calculation Agent may appoint any person as its agent for the purpose of making any such calculation or determination.

Duties of the Calculation Agent. (a) The Calculation Agent shall, in relation to the Class A2 A Notes, until their final maturity or such earlier date on which the Class A2 A Notes are due and payable in full and in either case until the Trustee has paid all amounts in relation to the Class A2 A Notes to the Principal Paying Agent or, if applicable, the Note Trustee: Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------: (i) perform such duties at its Specified Office as are set forth in this agreement and in the Conditions and any other duties which are reasonably incidental at the request of the Trustee, the Trust Manager, the Note Trustee or the Principal Paying Agent; (ii) determine LIBOR for each Interest Period, and calculate the relevant Interest and the Interest Rate on the Class A2 Notes, in the manner set out in Condition 4 and confirm with the Currency Swap Provider that the LIBOR determined under this agreement Agreement is the same as LIBOR determined by the Currency Swap Provider under the Currency Swap; and; (iii) notify the Trustee, the Trust Manager, the Note Trustee, Trustee and the Paying Agents, the Currency Swap Provider and the Luxembourg Stock Exchange (for so long as the Class A2 Notes are listed on the Luxembourg Stock Exchange) Agents by telex or facsimile transmission on or as soon as possible after the first day of that Interest -------------------------------------------------------------------------------- Page 7 Agency Agreement Allens Xxxxxx Robinson+ -------------------------------------------------------------------------------- Period, of the Interest Rate and the Interest so determined by it in relation to that Interest Period, specifying to those parties the Trustee and the Manager the rates upon which they are based and (where relevant) the names of the banks quoting those rates.; and (biv) The Trust Manager on behalf of the Trustee shall cause the Interest and the Interest Rates applicable to the Class A2 A Notes for each Interest Period together with the relevant Payment Date, to be published (subject to clause 23, on behalf of and at the expense of the Trustee) in accordance with the provisions of Conditions 4 and 12, on or as soon as possible after the commencement of the relevant Interest Period unless the Note Trustee otherwise agreesPeriod, provided that the Trustee, Trustee and the Calculation Agent Manager and the Note Trustee shall co-operate with the Trust Manager Calculation Agent in order to effect that publication. (cb) The Interest, Interest Rate and relevant Payment Date published under sub-paragraph (biv) may subsequently be amended (or appropriate alternative arrangements made by way of adjustment) without notice to Class A2 A Noteholders in the event of a shortening of the Interest Period. (dc) If the Calculation Agent at any time for any reason does not determine the Interest Rate for or calculate the Interest payable on a for the Class A2 NoteA Notes, the Trust Manager shall do so and each such determination or calculation shall be deemed to have been made by the Calculation Agent. In doing so, the Trust Manager shall apply the provisions of this clause 6, with any necessary consequential amendments, to the extent that, in its opinion, it can do so, and, in all other respects it shall do so in such a manner as it reasonably considers shall deem fair and reasonable in all the circumstances. (ed) If the Trust Manager does not at any time for any reason determine a Principal Payment Payment, the Invested Amount or the Principal Stated Amount applicable to Class A2 A Notes in accordance with the Transaction Documents, the Principal Payment Payment, Invested Amount and the Principal Stated Amount shall be determined by the Calculation Agent in accordance with the Transaction Documents (but based solely on the information in its possession) and each such determination or calculation shall be deemed to have been made by the Trust Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------Manager. The Calculation Agent may appoint any person as its agent for the purpose of making any such calculation or determination.

Duties of the Calculation Agent. (a) The Calculation Agent shall, in relation to the Class A2 A Notes, until their final maturity or such earlier date on which the Class A2 A Notes are due and payable in full and in either case until the Trustee has paid all amounts in relation to the Class A2 A Notes to the Principal Paying Agent or, if applicable, the Note Trustee: Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------: (i) perform such duties at its Specified Office as are set forth in this agreement and in the Conditions and any other duties which are reasonably incidental at the request of the Trustee, the Trust Manager, the Note Trustee or the Principal Paying Agent; (ii) determine LIBOR for each Interest Period, and calculate the relevant Interest and the Interest Rate on the Class A2 A Notes, in the manner set out in Condition 4 and confirm with the Currency Swap Provider that the LIBOR determined under this agreement is the same as LIBOR determined by the Currency Swap Provider under the Currency Swap; and; (iii) notify the Trustee, the Trust Manager, the Note Trustee, Trustee and the Paying Agents, the Currency Swap Provider and the Luxembourg Stock Exchange (for so long as the Class A2 Notes are listed on the Luxembourg Stock Exchange) Agents by telex or facsimile transmission on or as soon as possible after the first day of that Interest -------------------------------------------------------------------------------- Page 9 AGENCY AGREEMENT Allens Xxxxxx Xxxxxxxx -------------------------------------------------------------------------------- Period, of the Interest Rate and the Interest so determined by it in relation to that Interest Period, specifying to those parties the Trustee and the Manager the rates upon which they are based and (where relevant) the names of the banks quoting those rates.; and (biv) The Trust Manager on behalf of the Trustee shall cause the Interest and the Interest Rates applicable to the Class A2 A Notes for each Interest Period together with the relevant Payment Date, to be published (subject to clause 23, on behalf of and at the expense of the Trustee) in accordance with the provisions of Conditions 4 and 12, on or as soon as possible after the commencement of the relevant Interest Period unless the Note Trustee otherwise agreesPeriod, provided that the Trustee, Trustee and the Calculation Agent Manager and the Note Trustee shall co-operate with the Trust Manager Calculation Agent in order to effect that publication. (cb) The Interest, Interest Rate and relevant Payment Date published under sub-paragraph (biv) may subsequently be amended (or appropriate alternative arrangements made by way of adjustment) without notice to Class A2 A Noteholders in the event of a shortening of the Interest Period. (dc) If the Calculation Agent at any time and for any reason does not determine the Interest Rate for or calculate the Interest payable on a for the Class A2 NoteA Notes, the Trust Manager shall do so and each such determination or calculation shall be deemed to have been made by the Calculation Agent. In doing so, the Trust Manager shall apply the provisions of this clause 6, with any necessary consequential amendments, to the extent that, in its opinion, it can do so, and, in all other respects it shall do so in such a manner as it reasonably considers shall deem fair and reasonable in all the circumstances. (ed) If the Trust Manager does not at any time and for any reason determine a Principal Payment Payment, the Invested Amount or the Principal Stated Amount applicable to Class A2 A Notes in accordance with the Transaction Documents, the Principal Payment Payment, Invested Amount and the Principal Stated Amount shall be determined by the Calculation Agent in accordance with the Transaction Documents (but based solely on the information in its possession) and each such determination or calculation shall be deemed to have been made by the Trust Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------Manager. The Calculation Agent may appoint any person as its agent for the purpose of making any such calculation or determination.

Duties of the Calculation Agent. (a) The Calculation Agent shall, in relation to Class A2 Non-A$ Notes, until their final maturity or such earlier date on which the Class A2 Non-A$ Notes are due and payable in full and in either case until the Trustee has paid all amounts due in relation to the Class A2 Non-A$ Notes to the Principal Paying Agent or, if applicable, the Note Trustee: Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------: (i) perform such duties at its Specified Office as are set forth in this agreement and in the relevant Conditions and any other duties which are reasonably incidental at the request of the Trustee, the Trust Manager, the Note Trustee or the Principal Paying Agent; (ii) determine LIBOR for each Interest PeriodPeriod for the US$ Notes, and calculate the relevant Interest and the Interest Rate on the US$ Notes in each Class of US$ Notes, in the manner set out in the relevant Condition 4 and confirm with each Currency Swap Provider (using the contact details notified by each Currency Swap Provider to the Calculation Agent) that the LIBOR determined under this agreement is the same as the LIBOR determined by that Currency Swap Provider under the relevant Currency Swap; (iii) determine EURIBOR for each Interest Period for the Class A3 Notes, and calculate the relevant Interest and the Interest Rate on the Class A2 A3 Notes, in the manner set out in the relevant Condition 4 and confirm with the Currency Swap Provider under the Class A3 Currency Swap (using the contact details notified by that Currency Swap Provider to the Calculation Agent) that the LIBOR EURIBOR determined under this agreement is the same as LIBOR the EURIBOR determined by the that Currency Swap Provider under the Class A3 Currency Swap; and (iiiiv) notify the Trustee, the Trust Manager, the Note Trustee, the Paying Agents, the Agents and each Currency Swap Provider and the Luxembourg Stock Exchange (for so long as the Class A2 Notes are listed on the Luxembourg Stock Exchange) by telex or facsimile transmission on or as soon as possible after the first day of that Interest Period, of the Interest Rate and the Interest so determined by it in relation to that Interest PeriodPeriod and each Class of Non-A$ Notes, specifying to those parties the rates upon which they are based and (where relevant) the names of the banks quoting those rates. (b) The Trust Manager on behalf of the Trustee shall cause the Interest and the Interest Rates applicable to the each Class A2 of Non-A$ Notes for each Interest Period together with the relevant Payment Date, to be published (subject to clause 23, on behalf of and at the expense of the Trustee) in accordance with the provisions of the relevant Conditions 4 and 12, on or as soon as possible after the commencement of the relevant Interest Period unless the Note Trustee otherwise agrees, provided that the Trustee, the Calculation Agent and the Note Trustee shall co-operate with the Trust Manager in order to effect that publication.. Agency Agreement [ALLENS XXXXXX XXXXXXXX LOGO] -------------------------------------------------------------------------------- (c) The Interest, Interest and Interest Rate for each Class of Non-A$ Notes and relevant Payment Date published under paragraph (b) may subsequently be amended (or appropriate alternative arrangements made by way of adjustment) without notice to Class A2 Non-A$ Noteholders in the event of a shortening an amendment of the Interest Period. (d) If the Calculation Agent at any time for any reason does not determine the Interest Rate for or calculate the Interest payable on a Class A2 Non-A$ Note, the Trust Manager shall do so and each such determination or calculation shall be deemed to have been made by the Calculation Agent. In doing so, the Trust Manager shall apply the provisions of this clause 6, with any necessary consequential amendments, to the extent that, in its opinion, it can do so, and, in all other respects it shall do so in such a manner as it reasonably considers fair and reasonable in all the circumstances. (e) If the Trust Manager does not at any time for any reason determine a Principal Payment or the Principal Amount applicable to Class A2 Notes a Non-A$ Note in accordance with the Transaction Documents, the Principal Payment and the Principal Amount shall be determined by the Calculation Agent in accordance with the Transaction Documents (but based on the information in its possession) and each such determination or calculation shall be deemed to have been made by the Trust Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------Manager. The Calculation Agent may appoint any person as its agent for the purpose of making any such calculation or determination.

Duties of the Calculation Agent. (a) The Calculation Agent shall, in relation to the Class A2 A-1 Notes, until their final maturity or such earlier date on which the Class A2 A-1 Notes are due and payable in full and in either case until the Trustee has paid all amounts in relation to the Class A2 A-1 Notes to the Principal Paying Agent or, if applicable, the Note Trustee: Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------: (i) perform such duties at its Specified Office as are set forth in this agreement and in the Conditions and any other duties which are reasonably incidental at the request of the Trustee, the Trust Manager, the Note Trustee or the Principal Paying Agent; (ii) determine LIBOR for each Interest Period, and calculate the relevant Interest and the Interest Rate on the Class A2 A-1 Notes, in the manner set out in Condition 4 and confirm with the Currency Swap Provider that the LIBOR determined under this agreement is the same as LIBOR determined by the Currency Swap Provider under the Currency Swap; and; (iii) notify the Trustee, the Trust Manager, the Note Trustee, Trustee and the Paying Agents, the Currency Swap Provider and the Luxembourg Stock Exchange (for so long as the Class A2 Notes are listed on the Luxembourg Stock Exchange) Agents by telex or facsimile transmission on or as soon as possible after the first day of that Interest -------------------------------------------------------------------------------- Page 9 Agency Agreement Allens Xxxxxx Xxxxxxxx -------------------------------------------------------------------------------- Period, of the Interest Rate and the Interest so determined by it in relation to that Interest Period, specifying to those parties the Trustee and the Manager the rates upon which they are based and (where relevant) the names of the banks quoting those rates.; and (biv) The Trust Manager on behalf of the Trustee shall cause the Interest and the Interest Rates applicable to the Class A2 A-1 Notes for each Interest Period together with the relevant Payment Date, to be published (subject to clause 23, on behalf of and at the expense of the Trustee) in accordance with the provisions of Conditions 4 and 12, on or as soon as possible after the commencement of the relevant Interest Period unless the Note Trustee otherwise agreesPeriod, provided that the Trustee, Trustee and the Calculation Agent Manager and the Note Trustee shall co-operate with the Trust Manager Calculation Agent in order to effect that publication. (cb) The Interest, Interest Rate and relevant Payment Date published under sub-paragraph (biv) may subsequently be amended (or appropriate alternative arrangements made by way of adjustment) without notice to Class A2 A-1 Noteholders in the event of a shortening of the Interest Period. (dc) If the Calculation Agent at any time and for any reason does not determine the Interest Rate for or calculate the Interest payable on a for the Class A2 NoteA-1 Notes, the Trust Manager shall do so and each such determination or calculation shall be deemed to have been made by the Calculation Agent. In doing so, the Trust Manager shall apply the provisions of this clause 6, with any necessary consequential amendments, to the extent that, in its opinion, it can do so, and, in all other respects it shall do so in such a manner as it reasonably considers shall deem fair and reasonable in all the circumstances. (ed) If the Trust Manager does not at any time and for any reason determine a Principal Payment Payment, the Invested Amount or the Principal Stated Amount applicable to Class A2 A-1 Notes in accordance with the Transaction Documents, the Principal Payment Payment, Invested Amount and the Principal Stated Amount shall be determined by the Calculation Agent in accordance with the Transaction Documents (but based solely on the information in its possession) and each such determination or calculation shall be deemed to have been made by the Trust Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------Manager. The Calculation Agent may appoint any person as its agent for the purpose of making any such calculation or determination.

Duties of the Calculation Agent. (a) The Calculation Agent shall, in relation to Class A2 the Offshore Notes, until their final maturity or such earlier date on which the Class A2 Offshore Notes are due and payable in full and in either case until the Trustee has paid all amounts in relation to the Class A2 Offshore Notes to the Principal Paying Agent or, if applicable, the Note Trustee: Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------: (i) perform such duties at its Specified Office as are set forth in this agreement and in the relevant Conditions and any other duties which are reasonably incidental at the request of the Trustee, the Trust Manager, the Note Trustee or the Principal Paying Agent; (ii) determine LIBOR (in respect of the Class A-1 Notes) and EURIBOR (in respect of the Class A-2 Notes) for each Interest Period, and calculate the relevant Interest and the Interest Rate on the Class A2 relevant Offshore Notes, in the manner set out in the relevant Condition 4 and confirm with the Currency Swap Provider (using the contact details notified by that Currency Swap Provider to the Calculation Agent) that the LIBOR and EURIBOR determined under this agreement is the same as Agency Agreement [ALLENS XXXXXX XXXXXXXX LOGO] -------------------------------------------------------------------------------- the LIBOR and EURIBOR determined by the Currency Swap Provider under the relevant Currency Swap; and; (iii) notify the Trustee, the Trust Manager, the Note Trustee, the Paying Agents, the Currency Swap Provider and the Luxembourg Irish Stock Exchange (for so long as the Class A2 A-2 Notes are listed on the Luxembourg Irish Stock Exchange) and the Currency Swap Provider by telex or facsimile transmission on or as soon as possible after the first day of that each Interest Period, of the Interest Rate Rates and the Interest so determined by it in relation to that Interest Period, specifying to those parties the rates upon which they are based and (where relevant) the names of the banks quoting those rates. (b) The Trust Manager shall on behalf of the Trustee shall cause the Interest and the Interest Rates applicable to the Class A2 relevant Offshore Notes for each Interest Period Period, together with the relevant Payment Date, to be published (subject to clause 2320, on behalf of and at the expense of the Trustee) in accordance with the provisions of the relevant Conditions 4 and 12, on or as soon as possible after the commencement of the relevant Interest Period unless the Note Trustee otherwise agrees, provided that the Trustee, the Calculation Agent and the Note Trustee shall co-operate with the Trust Manager in order to effect that publication. (c) The Interest, Interest Rate and relevant Payment Date published under paragraph (b) may subsequently be amended (or appropriate alternative arrangements made by way of adjustment) without notice to Class A2 Offshore Noteholders in the event of a shortening of an amendment to the Interest Period. (d) If the Calculation Agent at any time and for any reason does not determine the Interest Rate for or calculate the Interest payable on a Class A2 an Offshore Note, the Trust Manager shall do so and each such determination or calculation shall be deemed to have been made by the Calculation Agent. In doing so, the Trust Manager shall apply the provisions of this clause 6, with any necessary consequential amendments, to the extent that, in its opinion, it can do so, and, in all other respects it shall do so in such a manner as it reasonably considers shall deem fair and reasonable in all the circumstances. (e) If the Trust Manager does not at any time for any reason determine a Principal Payment or the Principal Amount applicable to Class A2 Notes in accordance with the Transaction Documents, the Principal Payment and the Principal Amount shall be determined by the Calculation Agent in accordance with the Transaction Documents (but based on the information in its possession) and each such determination or calculation shall be deemed to have been made by the Trust Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------

Duties of the Calculation Agent. (a) The Calculation Agent shall, in relation to Class A2 the Offshore Notes, until their final maturity or such earlier date on which the Class A2 Offshore Notes are due and payable in full and in either case until the Trustee has paid all amounts in relation to the Class A2 Offshore Notes to the Principal relevant Paying Agent or, if applicable, the Note Trustee: Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------: (i) perform such duties at its Specified Office as are set forth in this agreement and in the relevant Conditions and any other duties which are reasonably incidental at the request of the Trustee, the Trust Manager, the Note Trustee or the Principal any Paying Agent; (ii) determine LIBOR (in respect of the Class A-1 Notes) and EURIBOR (in respect of the Class A-2 Notes) for each Quarterly Interest Period, and calculate the relevant Interest and the Interest Rate on the Class A2 relevant Offshore Notes, in the manner set out in the relevant Condition 4 and confirm with the Currency Swap Provider (using the contact details notified by that Currency Swap Provider to the Calculation Agent) that the LIBOR and EURIBOR determined under this agreement is the same as the LIBOR and EURIBOR determined by the Currency Swap Provider under the relevant Currency Swap; and; (iii) notify the Trustee, the Trust Manager, the Note Trustee, the Paying Agents, and the Currency Swap Provider and the Luxembourg Stock Exchange (for so long as the Class A2 Notes are listed on the Luxembourg Stock Exchange) by telex or facsimile transmission on or as soon as possible after the first day of that each Quarterly Interest PeriodPeriod for each such Class of Offshore Notes, of the Interest Rate Rates and the Interest so determined by it in relation to that Interest Period, specifying to those parties the rates upon which they are based and (where relevant) the names of the banks quoting those rates. (b) The Trust Manager on behalf of the Trustee shall cause the Interest and the Interest Rates applicable to the Class A2 Notes for each Interest Period together with the relevant Payment Date, to be published (subject to clause 23, on behalf of and at the expense of the Trustee) in accordance with the provisions of Conditions 4 and 12, on or as soon as possible after the commencement of the relevant Interest Period unless the Note Trustee otherwise agrees, provided that the Trustee, the Calculation Agent and the Note Trustee shall co-operate with the Trust Manager in order to effect that publication. (c) The Interest, Interest Rate and relevant Payment Date published under paragraph (b) may subsequently be amended (or appropriate alternative arrangements made by way of adjustment) without notice to Class A2 Noteholders in the event of a shortening of the Interest Period. (d) If the Calculation Agent at any time for any reason does not determine the Interest Rate for or calculate the Interest payable on a Class A2 Note, the Trust Manager shall do so and each such determination or calculation shall be deemed to have been made by the Calculation Agent. In doing so, the Trust Manager shall apply the provisions of this clause 6, with any necessary consequential amendments, to the extent that, in its opinion, it can do so, and, in all other respects it shall do so in such a manner as it reasonably considers fair and reasonable in all the circumstances. (e) If the Trust Manager does not at any time for any reason determine a Principal Payment or the Principal Amount applicable to Class A2 Notes in accordance with the Transaction Documents, the Principal Payment and the Principal Amount shall be determined by the Calculation Agent in accordance with the Transaction Documents (but based on the information in its possession) and each such determination or calculation shall be deemed to have been made by the Trust Agency Agreement [Allens Xxxxxx Xxxxxxxx Logo] --------------------------------------------------------------------------------