Common use of Execution, Authentication and Delivery Clause in Contracts

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000263,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000271,250,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000271,250,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000480,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,00090,700,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00044,810,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,00042,530,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00036,460,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000287,000,000, the Class A-2a A-2 Notes for original issue in an aggregate principal amount of $350,900,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000540,700,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000540,700,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000146,580,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00017,650,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 41,700,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00025,670,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Order authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000303,000,000, the Class A-2a A-2-A Notes for original issue in an aggregate principal amount of $350,900,000307,420,000, the Class A-2b A-2-B Notes for original issue in an aggregate principal amount of $170,000,000307,420,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000575,160,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,00072,930,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00030,400,000, the and Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00050,680,000. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a A-2-A Notes, Class A-2b A-2-B Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D C Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication2.06. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts thereof (except for one Note of any Retained Notes shall each class which may be subject to the restrictions set forth issued in Section 2.15. (e) a denomination other than an integral multiple of $1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, receipt of an Issuing Entity Order authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000120,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000242,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,00050,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000129,890,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00059,560,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,00037,970,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00032,390,000 and Class E Notes for original issue in an aggregate principal amount of $16,750,000. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a Notes, Class A-2b X-0x, Xxxxx X-0 Notes, Class B Notes, Class C Notes, Class D Notes and Class E Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and $1,000 increments in excess thereof, and the Class E Notes shall be issuable in the minimum denominations of $5,000 250,000 and in integral multiples of $1,000 increments in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000297,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000453,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,00070,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000468,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000104,970,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00042,210,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 35,430,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00029,390,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes Bonds shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes Bonds may be manual or facsimile. (b) Notes . Bonds bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes Bonds or did not hold such offices on such at the date of authentication or date of delivery. (c) such Bonds. The Indenture Trustee shall, shall upon Issuer Order, Request authenticate and deliver the Class A-1 Notes A-1, Class A-2, Class A-3W, Class A-4, Class A-IO, Class M-1, Class M-2, Class M-3, Class M-4, Class M-5, Class M-6 and Class B Bonds for original issue in an aggregate initial principal amount of $305,000,000, the 1,647,348,000. The Class A-2a Notes for original issue A-1 Bonds shall be issued in an aggregate initial principal amount of $350,900,000926,091,000, the Class A-2b Notes for original issue A-2 Bonds shall be issued in an aggregate initial principal amount of $170,000,000110,000,000, the Class A-3 Notes for original issue A-3W Bonds shall be issued in an aggregate initial principal amount of $458,400,000150,000,000, the Class A-4 Notes for original issue Bonds shall be issued in an aggregate initial principal amount of $93,890,000131,788,000, the Class B Notes for original issue M-1 Bonds shall be issued in an aggregate initial principal amount of $39,590,000114,491,000, the Class C Notes for original issue M-2 Bonds shall be issued in an aggregate initial principal amount of $45,680,00075,778,000, and the Class D Notes for original issue M-3 Bonds shall be issued in an aggregate initial principal amount of $36,540,00051,891,000, the Class M-4 Bonds shall be issued in an aggregate initial principal amount of $20,592,000, the Class M-5 Bonds shall be issued in an aggregate initial principal amount of $21,416,000, the Class M-6 Bonds shall be issued in an aggregate initial principal amount of $18,945,000 and the Class B Bonds shall be issued in an aggregate initial principal amount of $26,356,000. The aggregate principal amounts Class A-IO Bonds will not have a Bond Principal Balance and will not be entitled to payments of principal. The Class A-1 NotesA-IO Bonds will accrue interest on the related Notional Amount. With respect to the Class A-IO Bonds immediately prior to the related Payment Date, the Notional Amount for the Class A-2a NotesA-IO Bonds will be $1,647,348,802 for the July 2005 Payment Date, Class A-2b Notes$1,540,098,246 for the August 2005 Payment Date, Class A-3 Notes$1,441,601,602 for the September 2005 Payment Date, Class A-4 Notes$1,320,364,047 for the October 2005 Payment Date, Class B Notes, Class C Notes $1,209,320,224 for the November 2005 Payment Date and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) $1,107,642,332 for the December 2005. Each Note of the Bonds shall be dated the date of its authentication. The Notes Bonds shall be issuable as registered Notes Bonds and the Bonds shall be issuable in the minimum denominations initial Bond Principal Balances or Notional Amounts of $5,000 25,000 and in integral multiples of $1,000 1 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) . No Note Bond shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note Bond a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note Bond shall be conclusive evidence, and the only evidence, that such Note Bond has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, receipt of an Issuing Entity Order authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000139,600,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000181,200,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000125,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000274,400,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,00076,910,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,000, the 25,110,000 and Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00012,560,000. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D C Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denominations denomination of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000283,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000354,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000120,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000460,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000107,900,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00041,700,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 33,900,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00029,500,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000278,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000392,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,00075,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000394,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000112,630,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00037,990,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 34,600,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00025,780,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000276,000,000, the Class A-2a A-2 Notes for original issue in an aggregate principal amount of $350,900,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000472,790,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000364,380,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000108,530,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00034,750,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 34,750,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00033,800,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Order authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000293,000,000, the Class A-2a A-2-A Notes for original issue in an aggregate principal amount of $350,900,000352,420,000, the Class A-2b A-2-B Notes for original issue in an aggregate principal amount of $170,000,000275,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000552,420,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,00075,000,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00030,060,000, the and Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00050,100,000. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a A-2-A Notes, Class A-2b A-2-B Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D C Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication2.06. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts thereof (except for one Note of any Retained Notes shall each class which may be subject to the restrictions set forth issued in Section 2.15. (e) a denomination other than an integral multiple of $1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000280,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000375,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,00075,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000427,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000117,000,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00039,000,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 41,000,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00021,000,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Order authenticate and deliver the Class A-1 Notes for original issue in an the following aggregate principal amount amounts: (i) $253,000,000 of Class A-1 Notes, (ii) $305,000,000235,500,000 of Class A-2A Notes, the (iii) $235,500,000 of Class A-2a Notes for original issue in an aggregate principal amount A-2B Notes, (iv) $471,000,000 of $350,900,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000, the Class A-3 Notes for original issue in an aggregate principal amount and (v) $77,370,000 of $458,400,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,000Notes. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a A-2A Notes, Class A-2b A-2B Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D A-4 Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes notes in book-entry form in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the minimum amounts 2024-A Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Request authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000I-A, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000II-A, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000I-M-1, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000II-M-1, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000I-M-2, the Class II-M-2, Class I-B and Class II-B Notes for original issue in an aggregate initial principal amount of $39,590,000, the 989,196,000. The Class C I-A Notes for original issue shall be issued in an aggregate initial principal amount of $45,680,000200,000,000, and the Class D II-A Notes for original issue shall be issued in an aggregate initial principal amount of $36,540,000680,790,000, the Class I-M-1 Notes shall be issued in an aggregate initial principal amount of $9,551,000, the Class II-M-1 Notes shall be issued in an aggregate initial principal amount of $32,637,000, the Class I-M-2 Notes shall be issued in an aggregate initial principal amount of $9,439,000, the Class II-M-2 Notes shall be issued in an aggregate initial principal amount of $32,637,000, the Class I-B Notes shall be issued in an aggregate initial principal amount of $4,944,000 and the Class II-B Notes shall be issued in an aggregate initial principal amount of $19,198,000. The aggregate principal amounts Each of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C the Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum denominations initial Note Principal Balances of $5,000 25,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) . No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000309,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000410,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000125,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000535,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,00088,790,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00050,790,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,00048,370,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00033,050,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Order authenticate and deliver the Class A-1 A‑1 Notes for original issue in an aggregate principal amount of $305,000,000442,010,000, the Class A-2a A‑2a Notes for original issue in an aggregate principal amount of $350,900,000546,600,000, the Class A-2b A‑2b Notes for original issue in an aggregate principal amount of $170,000,00075,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000516,600,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000, 126,040,000 and the Class B Notes for original issue in an aggregate principal amount of $39,590,000, the Class C Notes for original issue in an 43,750,000. The aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,000. The aggregate principal amounts of Class A-1 A‑1 Notes, the Class A-2a A‑2a Notes, the Class A-2b A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes, Notes and the Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication2.05. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes . Each Note shall be subject to dated the restrictions set forth in Section 2.15. (e) date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit X-0, Xxxxxxx X-0 or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Order authenticate and deliver the Class A-1 Notes for original issue the Notes in an the following aggregate principal amount amounts: (i) $392,000,000 of Class A-1 Notes, (ii) $305,000,000400,000,000 of Class A-2A Notes, the (iii) $400,000,000 of Class A-2a Notes for original issue in an aggregate principal amount A-2B Notes, (iv) $575,000,000 of $350,900,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000, the Class A-3 Notes for original issue in an aggregate principal amount and (v) $247,770,000 of $458,400,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,000Notes. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a A-2A Notes, Class A-2b A-2B Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D A-4 Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes notes in book-entry form in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the minimum amounts 2015-A Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Order authenticate and deliver the Class A-1 A‑1 Notes for original issue in an aggregate principal amount of $305,000,000323,000,000, the Class A-2a A‑2a Notes for original issue in an aggregate principal amount of $350,900,000365,400,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000156,600,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000490,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000, 127,500,000 and the Class B Notes for original issue in an aggregate principal amount of $39,590,000, the Class C Notes for original issue in an 37,500,000. The aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,000. The aggregate principal amounts of Class A-1 A‑1 Notes, the Class A-2a A‑2a Notes, the Class A-2b Notes, the Class A-3 Notes, the Class A-4 Notes, Notes and the Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes . Each Note shall be subject to dated the restrictions set forth in Section 2.15. (e) date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit X-0, Xxxxxxx X-0 or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Order authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000340,240,000, the Class A-2a A-2-A Notes for original issue in an aggregate principal amount of $350,900,000318,815,000, the Class A-2b A-2-B Notes for original issue in an aggregate principal amount of $170,000,000318,815,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000571,440,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,00088,610,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00031,800,000, the and Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00053,010,000. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a A-2-A Notes, Class A-2b A-2-B Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D C Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication2.06. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts thereof (except for one Note of any Retained Notes shall each class which may be subject to the restrictions set forth issued in Section 2.15. (e) a denomination other than an integral multiple of $1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed by the Owner Trustee on behalf of the Issuer Issuing Entity by any of its the Issuing Entity’s Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer Issuing Entity on the Notes may be manual or by facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding whether that any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, upon Issuer receipt of an Issuing Entity Order, authenticate and deliver the Class A-1 Notes for original issue in an the following aggregate principal amount amounts of the Notes: (i) $305,000,000100,000,000 of Class A-1 Notes, the (ii) $326,000,000 of Class A-2a Notes for original issue in an aggregate principal amount A-2 Notes, (iii) $266,000,000 of $350,900,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000, the Class A-3 Notes for original issue in an aggregate principal amount Notes, (iv) $91,500,000 of $458,400,000, the Class A-4 Notes for original issue in an aggregate principal amount and (v) $36,300,000 of $93,890,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,000Notes. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a Notes, Class A-2b A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D B Notes outstanding Outstanding at any time may not exceed those such respective amounts amounts, except as provided in Section 2.6. (d) 2.5. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes notes in book-entry form in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the minimum amounts Closing Date, one Class A-1 Note, one Class A-2 Note, one Class A-3 Note, one Class A-4 Note and one Class B Note may be issued in a denomination that includes any remaining portion of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) Initial Class A-1 Note Balance, the Initial Class A-2 Note Balance, the Initial A-3 Note Balance, the Initial Class A-4 Note Balance and the Initial Class B Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatoriesAuthorized Officers, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000275,100,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000325,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000237,700,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000500,320,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,00086,680,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00046,900,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,00044,600,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00033,700,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Order authenticate and deliver the Class A-1 Notes for original issue the Notes in an the following aggregate principal amount amounts: (i) $439,000,000 of Class A-1 Notes, (ii) $305,000,000675,000,000 of Class A-2A Notes, the (iii) $225,000,000 of Class A-2a Notes for original issue in an aggregate principal amount A-2B Notes, (iv) $453,000,000 of $350,900,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000, the Class A-3 Notes for original issue in an aggregate principal amount and (v) $175,896,000 of $458,400,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,000Notes. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a A-2A Notes, Class A-2b A-2B Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D A-4 Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes notes in book-entry form in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the minimum amounts 2017-A Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Order authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000202,000,000, the Class A-2a A-2-A Notes for original issue in an aggregate principal amount of $350,900,000200,000,000, the Class A-2b A-2-B Notes for original issue in an aggregate principal amount of $170,000,000150,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000230,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,00074,600,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00016,600,000, the and Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00027,750,000. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a A-2-A Notes, Class A-2b A-2-B Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D C Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication2.06. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts thereof (except for one Note of any Retained Notes shall each class which may be subject to the restrictions set forth issued in Section 2.15. (e) a denomination other than an integral multiple of $1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed by the Owner Trustee on behalf of the Issuer Issuing Entity by any of its the Issuing Entity’s Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer Issuing Entity on the Notes may be manual or by facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding whether that any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, upon Issuer receipt of an Issuing Entity Order, authenticate and deliver the Class A-1 Notes for original issue in an the following aggregate principal amount amounts of the Notes: (i) $305,000,00096,000,000 of Class A-1 Notes, the (ii) $288,290,000 of Class A-2a Notes for original issue in an aggregate principal amount A-2 Notes, (iii) $288,290,000 of $350,900,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000, the Class A-3 Notes for original issue in an aggregate principal amount Notes, (iv) $107,390,000 of $458,400,000, the Class A-4 Notes for original issue in an aggregate principal amount and (v) $36,000,000 of $93,890,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,000Notes. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a Notes, Class A-2b A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D B Notes outstanding Outstanding at any time may not exceed those such respective amounts amounts, except as provided in Section 2.6. (d) 2.5. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes notes in book-entry form in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the minimum amounts Closing Date, one Class A-1 Note, one Class A-2 Note, one Class A-3 Note, one Class A-4 Note and one Class B Note may be issued in a denomination that includes any remaining portion of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) Initial Class A-1 Note Balance, the Initial Class A-2 Note Balance, the Initial A-3 Note Balance, the Initial Class A-4 Note Balance and the Initial Class B Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatoriesAuthorized Officers, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000243,000,000, the Class A-2a A-2 Notes for original issue in an aggregate principal amount of $350,900,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000427,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000428,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000130,500,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00025,950,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 22,100,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00023,450,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000231,000,000, the Class A-2a A-2 Notes for original issue in an aggregate principal amount of $350,900,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000548,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000485,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000125,310,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00048,190,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 38,400,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00024,100,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, receipt of an Issuing Entity Order authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000184,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000271,560,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000110,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000130,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00041,000,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,00056,370,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00061,030,000 and Class E Notes for original issue in an aggregate principal amount of $18,630,000. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes, Class D Notes and Class D E Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) 2.06. Each Note shall be dated the date of its authentication. The Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, Class B Notes and Class C Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and integral multiples of $1,000, and the Retained Notes shall be issuable in the minimum denominations of $5,000 250,000 and in integral multiples of $1,000 in excess thereof1,000; providedprovided further, that the minimum amounts of any Retained Notes shall also be subject to the restrictions set forth in Section 2.15. (e) 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000258,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000343,400,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000100,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000378,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000112,280,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00034,560,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 31,360,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00022,400,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Order authenticate and deliver the Class A-1 Notes for original issue the Notes in an the following aggregate principal amount amounts: (i) $272,000,000 of Class A-1 Notes, (ii) $305,000,000272,500,000 of Class A-2A Notes, the (iii) $272,500,000 of Class A-2a Notes for original issue in an aggregate principal amount A-2B Notes, (iv) $295,000,000 of $350,900,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000, the Class A-3 Notes for original issue in an aggregate principal amount and (v) $150,360,000 of $458,400,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,000Notes. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a A-2A Notes, Class A-2b A-2B Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D A-4 Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes notes in book-entry form in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the minimum amounts 2015-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000251,000,000, the Class A-2a A-2 Notes for original issue in an aggregate principal amount of $350,900,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000430,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000430,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000117,800,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00024,800,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 26,200,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00030,200,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000343,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000463,060,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,00050,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000468,060,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000126,430,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00043,650,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 38,980,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00021,820,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000300,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000315,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000214,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000467,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,00090,740,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00040,560,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,00042,090,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00030,610,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Order authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000290,000,000, the Class A-2a A-2-A Notes for original issue in an aggregate principal amount of $350,900,000399,500,000, the Class A-2b A-2-B Notes for original issue in an aggregate principal amount of $170,000,000100,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000494,500,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000139,230,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00027,640,000, the and Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00046,060,000. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a A-2-A Notes, Class A-2b A-2-B Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D C Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication2.06. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts thereof (except for one Note of any Retained Notes shall each class which may be subject to the restrictions set forth issued in Section 2.15. (e) a denomination other than an integral multiple of $1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000223,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000258,385,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,00065,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000388,134,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000106,731,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00037,600,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 31,820,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00039,330,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Order authenticate and deliver the Class A-1 A‑1 Notes for original issue in an aggregate principal amount of $305,000,000326,000,000, the Class A-2a A‑2a Notes for original issue in an aggregate principal amount of $350,900,000298,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000298,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000534,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000, 104,000,000 and the Class B Notes for original issue in an aggregate principal amount of $39,590,000, the Class C Notes for original issue in an 40,000,000. The aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,000. The aggregate principal amounts of Class A-1 A‑1 Notes, the Class A-2a A‑2a Notes, the Class A-2b Notes, the Class A-3 Notes, the Class A-4 Notes, Notes and the Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes . Each Note shall be subject to dated the restrictions set forth in Section 2.15. (e) date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit X-0, Xxxxxxx X-0 or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, receipt of an Issuing Entity Order authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000197,100,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000188,900,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000188,900,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000317,800,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,00061,560,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,000, the 30,060,000 and Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00015,020,000. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D C Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) 2.06. Each Note shall be dated the date of its authentication. The Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, Class A-4 Notes, and Class B Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and integral multiples of $1,000, and the Class C Notes shall be issuable in the minimum denominations of $5,000 250,000 and in integral multiples of $1,000 in excess thereof1,000; providedprovided further, that the minimum amounts of any Retained Notes shall also be subject to the restrictions set forth in Section 2.15. (e) 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Order authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000225,000,000, the Class A-2a A-2 Notes for original issue in an aggregate principal amount of $350,900,000475,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000328,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,00094,900,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00021,840,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,00032,770,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00026,710,000. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a Notes, Class A-2b A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication2.06. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts thereof (except for one Note of any Retained Notes shall each class which may be subject to the restrictions set forth issued in Section 2.15. (e) a denomination other than an integral multiple of $1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000230,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000194,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000194,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000365,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000113,900,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00028,200,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 31,700,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00018,200,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Order authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000294,000,000, the Class A-2a A-2-A Notes for original issue in an aggregate principal amount of $350,900,000294,730,000, the Class A-2b A-2-B Notes for original issue in an aggregate principal amount of $170,000,000105,270,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000368,430,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,00088,370,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00022,350,000, the and Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00037,250,000. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a A-2-A Notes, Class A-2b A-2-B Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D C Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication2.06. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts thereof (except for one Note of any Retained Notes shall each class which may be subject to the restrictions set forth issued in Section 2.15. (e) a denomination other than an integral multiple of $1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000255,700,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000395,750,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,00075,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000470,750,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000129,000,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00022,300,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 32,200,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00017,900,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Order authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000325,000,000, the Class A-2a A-2-A Notes for original issue in an aggregate principal amount of $350,900,000443,040,000, the Class A-2b A-2-B Notes for original issue in an aggregate principal amount of $170,000,000150,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000559,640,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,00095,120,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00030,600,000, the and Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00050,900,000. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a A-2-A Notes, Class A-2b A-2-B Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D C Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication2.06. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts thereof (except for one Note of any Retained Notes shall each class which may be subject to the restrictions set forth issued in Section 2.15. (e) a denomination other than an integral multiple of $1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000296,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000468,700,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,00070,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000473,500,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000, 103,820,000 the Class B Notes for original issue in an aggregate principal amount of $39,590,00033,840,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 30,070,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00024,070,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000265,160,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000249,200,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000249,200,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000498,400,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,00085,000,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00017,680,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,00017,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00017,680,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Order authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000286,000,000, the Class A-2a A-2-A Notes for original issue in an aggregate principal amount of $350,900,000355,000,000, the Class A-2b A-2-B Notes for original issue in an aggregate principal amount of $170,000,000118,400,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000429,100,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000103,700,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00025,100,000, the and Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00041,800,000. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a A-2-A Notes, Class A-2b A-2-B Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D C Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication2.06. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts thereof (except for one Note of any Retained Notes shall each class which may be subject to the restrictions set forth issued in Section 2.15. (e) a denomination other than an integral multiple of $1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000291,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000443,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,00085,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000486,100,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000, 97,900,000 the Class B Notes for original issue in an aggregate principal amount of $39,590,00040,600,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 32,340,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00024,060,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000291,000,000, the Class A-2a A-2 Notes for original issue in an aggregate principal amount of $350,900,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000554,800,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000490,300,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000, 115,200,000 the Class B Notes for original issue in an aggregate principal amount of $39,590,00037,290,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 35,000,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00026,400,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Responsible Officers. The signatures signature of any such Authorized Responsible Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Responsible Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of deliverysuch Notes. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000222,000,000, the Class A-2a A-2 Notes for original issue in an aggregate principal amount of $350,900,000244,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000437,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000399,400,000, the and Class B Notes for original issue in an aggregate principal amount of $39,590,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00098,440,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D B Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000247,900,000 , the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000394,260,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000100,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000445,570,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000107,090,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00035,540,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 35,540,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00034,100,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Order authenticate and deliver the Class A-1 A‑1 Notes for original issue in an aggregate principal amount of $305,000,000440,000,000, the Class A-2a A‑2a Notes for original issue in an aggregate principal amount of $350,900,000468,680,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000126,320,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000518,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000, 153,250,000 and the Class B Notes for original issue in an aggregate principal amount of $39,590,000, the Class C Notes for original issue in an 43,750,000. The aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,000. The aggregate principal amounts of Class A-1 A‑1 Notes, the Class A-2a A‑2a Notes, the Class A-2b Notes, the Class A-3 Notes, the Class A-4 Notes, Notes and the Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication2.05. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes . Each Note shall be subject to dated the restrictions set forth in Section 2.15. (e) date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit X-0, Xxxxxxx X-0 or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, receipt of an Issuing Entity Order authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000216,100,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000221,500,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000154,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000316,300,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,00084,000,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,000, the 31,200,000 and Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00015,650,000. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D C Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) 2.06. Each Note shall be dated the date of its authentication. The Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, and Class A-4 Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and integral multiples of $1,000, and the Class B Notes and Class C Notes shall be issuable in the minimum denominations of $5,000 250,000 and in integral multiples of $1,000 in excess thereof1,000; providedprovided further, that the minimum amounts of any Retained Notes shall also be subject to the restrictions set forth in Section 2.15. (e) 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Order authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000219,000,000, the Class A-2a A-2-A Notes for original issue in an aggregate principal amount of $350,900,000284,200,000, the Class A-2b A-2-B Notes for original issue in an aggregate principal amount of $170,000,000100,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000231,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,00076,680,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00017,720,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,00026,580,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00021,670,000. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a A-2-A Notes, Class A-2b A-2-B Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication2.06. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts thereof (except for one Note of any Retained Notes shall each class which may be subject to the restrictions set forth issued in Section 2.15. (e) a denomination other than an integral multiple of $1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000255,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000441,500,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,00050,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000522,500,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000136,950,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00045,100,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 28,600,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00020,350,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, Securities Administrator shall upon Issuer Order, Request authenticate and deliver the Class A-1 Notes for original issue in an aggregate initial principal amount of $305,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,000800,253,000. The aggregate principal amounts Notes shall have the following Initial Note Balances: Class AV-1 $ 56,800,000 Class AV-2 $ 23,500,000 Class AV-3 $ 29,700,000 Class AF-1 $ 194,300,000 Class AF-2 $ 116,400,000 Class AF-3 $ 82,200,000 Class AF-4 $ 68,400,000 Class AF-5 $ 46,694,000 Class AF-6 $ 56,444,000 Class M-1 $ 25,988,000 Class M-2 $ 24,338,000 Class M-3 $ 14,438,000 Class M-4 $ 14,025,000 Class M-5 $ 11,963,000 Class M-6 $ 10,313,000 Class M-7 $ 9,075,000 Class M-8 $ 8,250,000 Class M-9 $ 7,425,000 Class N-1 $ 29,700,000 Class N-2 $ 4,700,000 Each of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C the Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum denominations initial Note Balances of $5,000 25,000 and in integral multiples of $1,000 1 in excess thereof; provided, provided that the Offered Notes must be purchased in minimum amounts total investments of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) $100,000 per Class. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee Securities Administrator by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Order authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000313,000,000, the Class A-2a A-2-A Notes for original issue in an aggregate principal amount of $350,900,000500,000,000, the Class A-2b A-2-B Notes for original issue in an aggregate principal amount of $170,000,000160,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000615,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,00081,930,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00032,430,000, the and Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00054,040,000. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a A-2-A Notes, Class A-2b A-2-B Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D C Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication2.06. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts thereof (except for one Note of any Retained Notes shall each class which may be subject to the restrictions set forth issued in Section 2.15. (e) a denomination other than an integral multiple of $1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000245,510,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000275,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000205,700,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000456,420,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,00096,430,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00036,350,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,00033,500,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00046,850,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000277,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000412,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000100,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000493,900,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000, 107,910,000 the Class B Notes for original issue in an aggregate principal amount of $39,590,00042,170,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 39,910,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00027,110,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000296,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000506,670,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000100,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000606,670,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000143,290,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00027,190,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 47,370,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00022,810,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, receipt of an Issuing Entity Order authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000216,550,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000258,240,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000110,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000279,880,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,00097,610,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,000, the 30,230,000 and Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00015,120,000. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D C Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) 2.06. Each Note shall be dated the date of its authentication. The Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, Class A-4 Notes and Class B Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and integral multiples of $1,000, and the Class C Notes shall be issuable in the minimum denominations of $5,000 250,000 and in integral multiples of $1,000 in excess thereof1,000; providedprovided further, that the minimum amounts of any Retained Notes shall also be subject to the restrictions set forth in Section 2.15. (e) 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Order authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000209,000,000, the Class A-2a A-2-A Notes for original issue in an aggregate principal amount of $350,900,000210,500,000, the Class A-2b A-2-B Notes for original issue in an aggregate principal amount of $170,000,000139,500,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000275,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,00073,780,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00017,620,000, the and Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00029,380,000. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a A-2-A Notes, Class A-2b A-2-B Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D C Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication2.06. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts thereof (except for one Note of any Retained Notes shall each class which may be subject to the restrictions set forth issued in Section 2.15. (e) a denomination other than an integral multiple of $1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, receipt of an Issuing Entity Order authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000135,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000215,250,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,00070,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000190,180,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00036,710,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,00057,050,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00039,900,000 and Class E Notes for original issue in an aggregate principal amount of $29,920,000. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes, Class D Notes and Class D E Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) 2.06. Each Note shall be dated the date of its authentication. The Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, Class B Notes and Class C Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and integral multiples of $1,000, and the Retained Notes shall be issuable in the minimum denominations of $5,000 250,000 and in integral multiples of $1,000 in excess thereof1,000; providedprovided further, that the minimum amounts of any Retained Notes shall also be subject to the restrictions set forth in Section 2.15. (e) 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000284,100,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000326,200,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000145,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000471,300,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000106,300,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00038,800,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,00035,000,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00048,500,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000262,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000378,500,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,00050,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000428,500,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000116,900,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00047,500,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 40,800,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00025,800,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Order authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000335,060,000, the Class A-2a A-2-A Notes for original issue in an aggregate principal amount of $350,900,000364,400,000, the Class A-2b A-2-B Notes for original issue in an aggregate principal amount of $170,000,000200,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000503,900,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000125,000,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00029,700,000, the and Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00049,500,000. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a A-2-A Notes, Class A-2b A-2-B Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D C Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication2.06. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts thereof (except for one Note of any Retained Notes shall each class which may be subject to the restrictions set forth issued in Section 2.15. (e) a denomination other than an integral multiple of $1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any such individuals have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such date of authentication or date of delivery. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000281,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000359,500,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000100,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000429,120,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000, 101,640,000 the Class B Notes for original issue in an aggregate principal amount of $39,590,00038,320,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 32,160,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00023,260,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, receipt of an Issuing Entity Order authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000181,000,000, the Class A-2a A-2 Notes for original issue in an aggregate principal amount of $350,900,000366,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000270,050,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00061,020,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,00061,020,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00047,750,000 and Class E Notes for original issue in an aggregate principal amount of $21,220,000. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a Notes, Class A-2b A-2 Notes, Class A-3 Notes, Class A-4 B Notes, Class C Notes, Class D Notes and Class E Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and integral multiples of $1,000, and the Class E Notes shall be issuable in the minimum denominations of $5,000 250,000 and in integral multiples of $1,000 in excess thereof1,000; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon an Issuer Order, Order authenticate and deliver the Class A-1 Notes for original issue in (i) an aggregate principal amount of $305,000,000, 189,000,000 with respect to the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,000. The aggregate principal amounts of Class A-1 Notes, $342,100,000 with respect to the Class A-2a A-2 Notes, Class A-2b Notes, $105,000,000 with respect to the Class A-3 Notes, $75,000,000 with respect to the Class A-4 Notes, $39,500,000 with respect to the Class B B-1 Notes, and $39,500,000 with respect to the Class C B-2 Notes, and (ii) an aggregate Notional Amount of $75,000,000 with respect to the Class A-IO-1 Notes and an aggregate Notional Amount of $75,000,000 with respect to the Class D Notes outstanding at any time may not exceed those respective amounts A-IO-2 Notes, except as provided in Section 2.6. (d) 2.05. As of any date of determination, the aggregate Notional Amount of the Class A-IO-1 Notes and the Class A-IO-2 Notes shall each equal the aggregate principal amount then outstanding of the Class A-4 Notes; PROVIDED, HOWEVER after the Quarterly Distribution Date occurring in June 2010, the Notional Amount of the Class A-IO-1 Notes shall equal $0. Each Note shall be dated the date of its authentication. The Class A Notes shall be issuable as registered Notes in the minimum denominations denomination of $5,000 50,000 principal amount and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained . The Class B Notes shall be subject to issuable as registered Notes in the restrictions set forth minimum denomination of $50,000 principal amount and in Section 2.15. (e) integral multiples of $50,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Request authenticate and deliver the Class A-1 A Notes and the Mezzanine Notes for original issue in an aggregate initial principal amount of $305,000,0002,414,830,000. The Class A-1 Notes shall be issued in an aggregate initial Note Balance of $975,301,000, the Class A-2a A-2 Notes for original issue shall be issued in an aggregate principal amount initial Note Balance of $350,900,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000243,825,000, the Class A-3 Notes for original issue shall be issued in an aggregate principal amount initial Note Balance of $458,400,000320,000,000, the Class A-4 Notes for original issue shall be issued in an aggregate principal amount initial Note Balance of $93,890,000393,870,000, the Class B A-5 Notes for original issue shall be issued in an aggregate principal amount initial Note Balance of $39,590,00021,515,000, the Class C M-1 Notes for original issue shall be issued in an aggregate principal amount initial Note Balance of $45,680,000123,167,000, the Class M-2 Notes shall be issued in an aggregate initial Note Balance of $80,867,000, the Class M-3 Notes shall be issued in an aggregate initial Note Balance of $48,520,000, the Class M-4 Notes shall be issued in an aggregate initial Note Balance of $47,276,000, the Class M-5 Notes shall be issued in an aggregate initial Note Balance of $37,323,000, the Class M-6 Notes shall be issued in an aggregate initial Note Balance of $36,079,000, the Class M-7 Notes shall be issued in an aggregate initial Note Balance of $34,835,000, the Class M-8 Notes shall be issued in an aggregate initial Note Balance of $24,882,000 and the Class D M-9 Notes for original issue shall be issued in an aggregate principal amount initial Note Balance of $36,540,00027,370,000. The aggregate principal amounts Each of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C the Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum denominations initial Note Balances of $5,000 25,000 and in integral multiples of $1,000 1 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) . No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Order authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000132,000,000, the Class A-2a A-2 Notes for original issue in an aggregate principal amount of $350,900,000146,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000156,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000164,400,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00025,600,000, the and Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00016,000,000. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a Notes, Class A-2b A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D C Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication2.06. The Class A Notes and the Class B Notes shall be issuable as registered Notes in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained . The Class C Notes shall be subject to the restrictions set forth issuable as registered Notes in Section 2.15. (e) minimum denominations of $100,000 and in integral multiples of $1,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Order authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000201,000,000.00, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000120,000,000.00, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,00079,000,000.00, the Class A-3 A-3a Notes for original issue in an aggregate principal amount of $458,400,000210,000,000.00, the Class A-3b Notes for original issue in an aggregate principal amount of $71,000,000.00 and Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,000177,841,000.00. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 A-3a Notes, Class A-4 Notes, Class B Notes, Class C A-3b Notes and Class D A-4 Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication2.06. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts thereof (except for one Note of any Retained Notes shall each class which may be subject to the restrictions set forth issued in Section 2.15. (e) a denomination other than an integral multiple of $1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Order authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000345,000,000, the Class A-2a A-2 Notes for original issue in an aggregate principal amount of $350,900,000486,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000422,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000163,200,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,000, the 28,350,000 and Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,00043,680,000. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a Notes, Class A-2b A-2 Notes, Class A-3 Notes, Class A-4 Notes, the Class B Notes, Notes and the Class C Notes and Class D Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication2.06. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts thereof (except for one Note of any Retained Notes shall each class which may be subject to the restrictions set forth issued in Section 2.15a denomination other than an integral multiple of $1,000). (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, upon receipt of an Issuer Order, authenticate and deliver the for original issue (i) Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000245,000,000, the (ii) Class A-2a A-2 Notes for original issue in an aggregate principal amount of $350,900,000160,000,000, the (iii) Class A-2b A-3a Notes for original issue in an aggregate principal amount of $170,000,000218,000,000, the (iv) Class A-3 A-3b Notes for original issue in an aggregate principal amount of $458,400,000114,000,000, the (v) Class A-4 Notes for original issue in an aggregate principal amount of $93,890,00067,043,000, the (vi) Class B Notes for original issue in an aggregate principal amount of $39,590,00023,969,000, the (vii) Class C Notes for original issue in an aggregate principal amount of $45,680,000, 13,074,000 and the (viii) Class D Notes for original issue in an aggregate principal amount of $36,540,00030,507,322. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C such Classes of Notes and Class D Notes outstanding Outstanding at any time may not exceed those such respective amounts amounts, except as otherwise provided in Section 2.6. (d) 2.05. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denominations denomination of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes thereof or in such other denomination as shall be subject to the restrictions set forth in Section 2.15. (e) necessary. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such the date of authentication or date of deliverysuch Notes. (cb) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an the following aggregate principal amount amounts of Notes: (i) $305,000,000107,000,000 of Class A-1 Notes, the (ii) $30,000,000 of Class A-2a Notes for original issue in an aggregate principal amount Notes, (iii) $174,000,000 of $350,900,000, the Class A-2b Notes for original issue in an aggregate principal amount Notes, (iv) $129,000,000 of $170,000,000, the Class A-3 Notes for original issue in an aggregate principal amount Notes, (v) $60,000,000 of $458,400,000, the Class A-4 Notes for original issue in an aggregate principal amount Notes, (vi) $22,455,000 of $93,890,000, the Class B Notes for original issue in an aggregate principal amount Notes, (vii) $26,946,000 of $39,590,000, the Class C Notes for original issue in an aggregate principal amount Notes, (viii) $34,431,000 of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount and (ix) $14,970,000 of $36,540,000Class E Notes. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes, Class D Notes and Class D E Notes outstanding Outstanding at any time may not exceed those such respective amounts except as provided in Section 2.62.06. (dc) Each Note shall be dated the date of its authentication. The Class A Notes, Class B Notes, Class C Notes and Class D Notes shall be issuable as registered Notes in minimum denominations of $5,000 2,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained . The Class E Notes shall be subject to the restrictions set forth issuable in Section 2.15one or more registered, definitive, physical certificates, in minimum denominations of $25,000 and in integral multiples of $1,000 in excess thereof. (ed) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Request authenticate and deliver the Class A-1 A Notes and the Mezzanine Notes for original issue in an aggregate initial principal amount of $305,000,0002,402,447,000. The Class A-1 Notes shall be issued in an aggregate initial Note Balance of $980,178,000, the Class A-2a A-2 Notes for original issue shall be issued in an aggregate principal amount initial Note Balance of $350,900,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000245,045,000, the Class A-3 Notes for original issue shall be issued in an aggregate principal amount initial Note Balance of $458,400,000322,746,000, the Class A-4 Notes for original issue shall be issued in an aggregate principal amount initial Note Balance of $93,890,000255,582,000, the Class B A-5 Notes for original issue shall be issued in an aggregate principal amount initial Note Balance of $39,590,000116,095,000, the Class C A-6 Notes for original issue shall be issued in an aggregate principal amount initial Note Balance of $45,680,000100,000,000, the Class M-1 Notes shall be issued in an aggregate initial Note Balance of $73,329,000, the Class M-2 Notes shall be issued in an aggregate initial Note Balance of $73,329,000, the Class M-3 Notes shall be issued in an aggregate initial Note Balance of $42,257,000, the Class M-4 Notes shall be issued in an aggregate initial Note Balance of $43,500,000, the Class M-5 Notes shall be issued in an aggregate initial Note Balance of $37,285,000, the Class M-6 Notes shall be issued in an aggregate initial Note Balance of $34,800,000, the Class M-7 Notes shall be issued in an aggregate initial Note Balance of $28,585,000, the Class M-8 Notes shall be issued in an aggregate initial Note Balance of $24,858,000 and the Class D M-9 Notes for original issue shall be issued in an aggregate principal amount initial Note Balance of $36,540,00024,858,000. The aggregate principal amounts Each of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C the Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum denominations initial Note Balances of $5,000 25,000 and in integral multiples of $1,000 1 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) . No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such the date of authentication or date of deliverysuch Notes. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000129,000,000, the Class A-2a A-2 Notes for original issue in an aggregate principal amount of $350,900,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000147,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000129,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000129,000,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00018,000,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 24,000,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00024,000,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes Bonds shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes Bonds may be manual or facsimile. (b) Notes . Bonds bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes Bonds or did not hold such offices on such at the date of authentication or date of delivery. (c) such Bonds. The Indenture Trustee shall, shall upon Issuer Order, Request authenticate and deliver the Class A-1 Notes A-1, Class A-2, Class M-1, Class M-2, Class M-3, Class M-4, Class M-5, Class M-6 and Class B Bonds for original issue in an aggregate initial principal amount of $305,000,000, 1,750,621,000. Each Class of Bonds shall be issued in the following aggregate initial principal amounts: Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000, the A-1 $ 1,294,370,000 Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000, the A-2 $ 100,000,000 Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000, the M-1 $ 127,795,000 Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000, the M-2 $ 34,137,000 Class M-3 $ 50,768,000 Class M-4 $ 56,019,000 Class M-5 $ 33,261,000 Class M-6 $ 35,887,000 Class B Notes for original issue in an aggregate principal amount $ 18,384,000 Each of $39,590,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note Bonds shall be dated the date of its authentication. The Notes Bonds shall be issuable as registered Notes Bonds and the Bonds shall be issuable in the minimum denominations initial Bond Principal Balances of $5,000 100,000 and in integral multiples of $1,000 1 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) . No Note Bond shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note Bond a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note Bond shall be conclusive evidence, and the only evidence, that such Note Xxxx has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes Bonds shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes Bonds may be manual or facsimile. (b) Notes . Bonds bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes Bonds or did not hold such offices on such at the date of authentication or date of delivery. (c) such Bonds. The Indenture Trustee shall, shall upon Issuer Order, Request authenticate and deliver the Class A-1 Notes 1-A-1, Class 1-A-2, Class 1-A-3, Class 2-A, Class M-1-1, Class M-2-1, Class M-3-1, Class M-4-1, Class M-5-1, Class M-6-1, Class M-1-2, Class M-2-2, Class M-3-2, Class M-4-2, Class M-5-2 and Class M-6-2 Bonds for original issue in an aggregate initial principal amount of $305,000,000, the 2,200,000,000.00. The Class A-2a Notes for original issue 1-A-1 Bonds shall be issued in an aggregate initial principal amount of $350,900,000205,000,000.00, the Class A-2b Notes for original issue 1-A-2 Bonds shall be issued in an aggregate initial principal amount of $170,000,0001,368,000,000.00, the Class 1-A-3 Notes for original issue Bonds shall be issued in an aggregate initial principal amount of $458,400,000152,000,000.00, the Class A-4 Notes for original issue 2-A Bonds shall be issued in an aggregate initial principal amount of $93,890,000172,500,000.00, the Class B Notes for original issue M-1-1 Bonds shall be issued in an aggregate initial principal amount of $39,590,00040,000,000.03, the Class C Notes for original issue M-2-1 Bonds shall be issued in an aggregate initial principal amount of $45,680,00065,000,000.05, and the Class D Notes for original issue M-3-1 Bonds shall be issued in an aggregate initial principal amount of $36,540,000. The 45,000,000.03, the Class M-4-1 Bonds shall be issued in an aggregate initial principal amounts amount of $45,000,000.03, the Class A-1 NotesM-5-1 Bonds shall be issued in an aggregate initial principal amount of $50,000,000.03, the Class M-6-1 Bonds shall be issued in an aggregate initial principal amount of $30,000,000.02, Class A-2a NotesM-1-2 Bonds shall be issued in an aggregate initial principal amount of $3,999,999.97, the Class A-2b NotesM- 2-2 Bonds shall be issued in an aggregate initial principal amount of $6,499,999.95, the Class A-3 NotesM-3-2 Bonds shall be issued in an aggregate initial principal amount of $4,499,999.97, the Class A-4 NotesM-4-2 Bonds shall be issued in an aggregate initial principal amount of $4,499,999.97, the Class B Notes, M-5-2 Bonds shall be issued in an aggregate initial principal amount of $4,999,999.97 and the Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided M-6-2 Bonds shall be issued in Section 2.6. (d) an aggregate initial principal amount of $2,999,999.98. Each Note of the Bonds shall be dated the date of its authentication. The Notes Bonds shall be issuable as registered Notes Bonds and the Bonds shall be issuable in the minimum denominations initial Bond Principal Balances of $5,000 25,000 and in integral multiples of $1,000 1 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) . No Note Bond shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note Bond a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note Bond shall be conclusive evidence, and the only evidence, that such Note Bond has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such the date of authentication or date of deliverysuch Notes. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000164,000,000, the Class A-2a A-2 Notes for original issue in an aggregate principal amount of $350,900,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000306,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000288,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000119,030,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00014,960,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 22,440,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00020,570,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes Bonds shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes Bonds may be manual or facsimile. (b) Notes . Bonds bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes Bonds or did not hold such offices on such at the date of authentication or date of delivery. (c) such Bonds. The Indenture Trustee shall, shall upon Issuer Order, Request authenticate and deliver the Class A-1 Notes 1-A-1, Class 1-A-2, Class 1-A-IO, Class 1-M-1, Class 1-M-2, Class 1-M-3, Class 1-M-4, Class 1-M-5, Class 1-M-6, Class 1-B, Class 2-A-1, Class 2-A-2, Class 2-M-1, Class 2-M-2 and Class 2-B Bonds for original issue in an aggregate initial principal amount of $305,000,000, the 1,317,823,000. The Class A-2a Notes for original issue 1-A-1 Bonds shall be issued in an aggregate initial principal amount of $350,900,000831,600,000, the Class A-2b Notes for original issue 1-A-2 Bonds shall be issued in an aggregate initial principal amount of $170,000,00092,400,000, the Class A-3 Notes for original issue 1-M-1 Bonds shall be issued in an aggregate initial principal amount of $458,400,000120,000,000, the Class A-4 Notes for original issue 1-M-2 Bonds shall be issued in an aggregate initial principal amount of $93,890,00059,400,000, the Class B Notes for original issue 1-M-3 Bonds shall be issued in an aggregate initial principal amount of $39,590,00028,200,000, the Class C Notes for original issue 1-M-4 Bonds shall be issued in an aggregate initial principal amount of $45,680,00020,400,000, and the Class D Notes for original issue 1-M-5 Bonds shall be issued in an aggregate initial principal amount of $36,540,00021,000,000, the Class 1-M-6 Bonds shall be issued in an aggregate initial principal amount of $12,000,000, the Class 1-B Bonds shall be issued in an aggregate initial principal amount of $15,000,000, the Class 2-A-1 Bonds shall be issued in an aggregate initial principal amount of $37,462,000, the Class 2-A-2 Bonds shall be issued in an aggregate initial principal amount of $39,576,000, the Class 2-M-1 Bonds shall be issued in an aggregate initial principal amount of $7,553,000, the Class 2-M-2 Bonds shall be issued in an aggregate initial principal amount of $11,480,000 and the Class 2-B Bonds shall be issued in an aggregate initial principal amount of $21,752,000. The aggregate principal amounts Class 1-A-IO Bonds will not have a Bond Principal Balance and will not be entitled to payments of principal. The Class A-1 Notes1-A-IO Bonds will accrue interest on the related Notional Amount. With respect to the Class 1-A-IO Bonds immediately prior to the related Payment Date, the Notional Amount for the Class A-2a Notes1-A-IO Bonds will be $1,200,000,000 for the April 2005 Payment Date, Class A-2b Notes$1,140,000,000 for the May 2005 Payment Date, Class A-3 Notes$997,500,000 for the June 2005 Payment Date, Class A-4 Notes$798,000,000 for the July 2005 Payment Date, Class B Notes$598,500,000 for the August 2005 Payment Date, Class C Notes $418,950,000 for the September 2005 Payment Date, $418,950,000 for the October 2005 Payment Date, $418,950,000 for the November 2005 Payment Date and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) $418,950,000 for the December 2005 Payment Date. Each Note of the Bonds shall be dated the date of its authentication. The Notes Bonds shall be issuable as registered Notes Bonds and the Bonds shall be issuable in the minimum denominations initial Bond Principal Balances or Notional Amounts of $5,000 25,000 and in integral multiples of $1,000 1 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) . No Note Bond shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note Bond a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note Bond shall be conclusive evidence, and the only evidence, that such Note Bond has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such the date of authentication or date of deliverysuch Notes. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000171,000,000, the Class A-2a A-2 Notes for original issue in an aggregate principal amount of $350,900,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000336,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000288,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000120,680,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00020,370,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 17,460,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00016,490,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes Bonds shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes Bonds may be manual or facsimile. (b) Notes . Bonds bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes Bonds or did not hold such offices on such at the date of authentication or date of delivery. (c) such Bonds. The Indenture Trustee shall, shall upon Issuer Order, Request authenticate and deliver the Class A-1 Notes 1-A-1, Class 2-A-1, Class 3-A-1, Class 3-M-1, Class 3-M-2, Class 1-B-1 and Class 3-B-1 Bonds for original issue in an aggregate initial principal amount of $305,000,000, the 577,692,000. The Class A-2a Notes for original issue 1-A-1 Bonds shall be issued in an aggregate initial principal amount of $350,900,000253,125,000, the Class A-2b Notes for original issue 2-A-1 Bonds shall be issued in an aggregate initial principal amount of $170,000,00011,217,000, the Class A-3 Notes for original issue 3-A-1 Bonds shall be issued in an aggregate initial principal amount of $458,400,000259,500,000, the Class A-4 Notes for original issue 3-M-1 Bonds shall be issued in an aggregate initial principal amount of $93,890,00018,750,000, the Class B Notes for original issue 3-M-2 Bonds shall be issued in an aggregate initial principal amount of $39,590,00015,000,000, the Class C Notes for original issue 1-B-1 Bonds shall be issued in an aggregate initial principal amount of $45,680,000, 14,850,000 and the Class D Notes for original issue 3-B-1 Bonds shall be issued in an aggregate initial principal amount of $36,540,0005,250,000. The aggregate principal amounts Class 3-A-IO Bonds will not have a Bond Principal Balance and will not be entitled to payments of principal. The Class A-1 Notes3-A-IO Bonds will accrue interest on the related Notional Amount. For the April 2003 Payment Date through the March 2004 Payment Date, the Notional Amount of the Class A-2a Notes3-A-IO Bonds will be $37,500,695, Class A-2b Notesfor the April 2004 Payment Date through the September 2004 Payment Date, Class A-3 Notes$33,000,113, Class A-4 Notesfor the October 2004 Payment Date through the March 2005 Payment Date, Class B Notes$24,000,082, Class C Notes for the April 2005 Payment Date through the September 2005 Payment Date, $18,000,062, and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) for each Payment Date thereafter, $0. Each Note of the Bonds shall be dated the date of its authentication. The Notes Bonds shall be issuable as registered Notes Bonds and the Bonds shall be issuable in the minimum denominations initial Bond Principal Balances of $5,000 25,000 and in integral multiples of $1,000 1 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) . No Note Bond shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note Bond a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note Bond shall be conclusive evidence, and the only evidence, that such Note Bond has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such the date of authentication or date of deliverysuch Notes. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000114,000,000, the Class A-2a A-2 Notes for original issue in an aggregate principal amount of $350,900,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000216,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000198,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,00085,600,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00013,650,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 11,700,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00011,050,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) Each Note shall be dated the date of its authentication, and shall be issuable as a registered Note in the minimum denomination of $1,000 and in integral multiples thereof (except, if applicable, for one Note representing a residual portion of each class which may be issued in a different denomination). (b) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (bc) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices office prior to the authentication and delivery of such Notes or did not hold such offices on such office at the date of authentication or date of deliverysuch Notes. (cd) The Indenture Trustee shall, shall upon Issuer Order, Order authenticate and deliver to or upon the Class A-1 order of the Issuer, the Notes for original issue in an aggregate principal amount of $305,000,000550,000,000, comprised of (i) Class A-1 Notes in the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,00093,400,000, (ii) Class A-2 Notes in the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000163,500,000, the (iii) Class A-3 Notes for original issue in an the aggregate principal amount of $458,400,000160,000,000, the (iv) Class A-4 Notes for original issue in an the aggregate principal amount of $93,890,000111,100,000, the and (v) Class B Notes for original issue in an the aggregate principal amount of $39,590,000, the Class C Notes for original issue in an 22,000,000. The aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D all Notes outstanding at any time may not exceed those respective amounts $550,000,000 except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.152.5. (e) No Note Notes shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein set forth, in the case of the Class A-1 Notes, in Exhibit B, and in the case of the Class A-2 Notes, the Class A-4 Notes and the Class B Notes, in Exhibit C, and in the case of the Class A-3 Notes, in Exhibit D, executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon an Issuer Order, Order authenticate and deliver the Class A-1 Notes for original issue in (i) an aggregate principal amount of $305,000,000, 150,000,000 with respect to the Class A-2a Notes for original issue in A-1- L Notes, $94,200,000 with respect to the Class A-2-AR-1 Notes, $94,200,000 with respect to the Class A-2-AR-2 Notes, $94,200,000 with respect to the Class A-2-AR-3 Notes, $31,400,000 with respect to the Class A-2-AR-4 Notes, $550,000,000 with respect to the Class A-3-L Notes, $67,500,000 with respect to the Class A-3-AR-1 Notes, $67,500,000 with respect to the Class A- 3-AR-2 Notes, $67,500,000 with respect to the Class A-3-AR-3 Notes, $67,500,000 with respect to the Class A-3-AR-4 Notes, $67,500,000 with respect to the Class A-3-AR-5 Notes, $67,500,000 with respect to the Class A-3-AR-6 Notes, $45,000,000 with respect to the Class A- 3-AR-7 Notes, and (ii) an aggregate principal amount Notional Amount of $350,900,000, 309,855,000 with respect to the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,000A-IO Notes. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes (other than the Auction Rate Notes) shall be issuable as registered Notes in minimum denominations (or in the case of the Class A-IO Notes, minimum Notional Amounts) of $5,000 100,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained . The Auction Rate Notes shall be subject to the restrictions set forth issuable as registered Notes in Section 2.15. (e) Authorized Denominations as defined in Appendix B. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) Each Note shall be dated the date of its authentication, and shall be issuable as a registered Note in the minimum denomination of $1,000 and in integral multiples thereof (except, if applicable, for one Note representing a residual portion of each class which may be issued in a different denomination). (b) The Notes shall be executed on behalf of the Issuer Owner Trustee by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (bc) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Owner Trustee shall bind the IssuerOwner Trustee, notwithstanding whether any that such individuals or any of them have ceased to hold such offices office prior to the authentication and delivery of such Notes or did not hold such offices on such office at the date of authentication or date of deliverysuch Notes. (cd) The Indenture Trustee shall, shall upon Issuer Order, Order authenticate and deliver to or upon the Class A-1 order of the Owner Trustee, the Notes for original issue in an aggregate principal amount of $305,000,000475,000,000.00, comprised of (i) Class A-1 Notes in the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,00084,000,000.00, (ii) Class A-2 Notes in the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000142,000,000.00, the (iii) Class A-3 Notes for original issue in an the aggregate principal amount of $458,400,000, the 110,000,000.00 and (iv) Class A-4 Notes for original issue in an the aggregate principal amount of $93,890,000121,187,500.00, the and (v) Class B Notes for original issue in an the aggregate principal amount of $39,590,000, the Class C Notes for original issue in an 17,812,500.00. The aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D all Notes outstanding at any time may not exceed those respective amounts $475,000,000.00 except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.152.5. (e) No Note Notes shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein set forth, in the case of the Class A-1 Notes, in Exhibit B, and in the case of the Class A-2 Notes, --------- the Class A-3 Notes, the Class A-4 Notes and the Class B Notes, in Exhibit C, --------- executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Order authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000325,000,000, the Class A-2a Notes for original issue in an the aggregate principal amount of $350,900,000195,000,000, the Class A-2b Notes for original issue in an the aggregate principal amount of $170,000,000370,000,000, the Class A-3 A-3a Notes for original issue in an the aggregate principal amount of $458,400,000205,000,000, the Class A-4 A-3b Notes for original issue in an the aggregate principal amount of $93,890,000105,000,000, Class A-4a Notes for original issue in the aggregate principal amount of $125,500,000, Class A-4b Notes for original issue in the aggregate principal amount of $40,000,000, Class B Notes for original issue in an aggregate principal amount of $39,590,00090,300,000, the Class C Notes for original issue in an the aggregate principal amount of $45,680,000, 45,200,000 and the Class D Notes for original issue in an aggregate principal amount the Class D Stated Principal Amount of $36,540,00015,826,314. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a Notes, Class A-2b A-2 Notes, Class A-3 Notes, Class A-4 X- 0 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) 2.06. Each Note shall be dated the date of its authentication. The Class A-1 Notes shall be issuable as registered Notes in the minimum denominations denomination of $5,000 100,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained . The Class D Notes shall be subject to issuable as registered Notes in the restrictions set forth minimum denomination of $1,000,000 and in Section 2.15. (e) integral multiples of $1 in excess thereof. The Class A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes and Class C Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and in integral multiples thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee Securities Administrator shall, upon Issuer OrderRequest, authenticate and deliver the Class A-1 1A1, Class 1A2, Class 1A3, Class 2A1, Class 2A2, Class M1, Class M2, Class M3, Class M4, Class M5, Class M6, Class M7, Class M8, Class M9, Class M10 and Class M11 Notes for original issue in an aggregate initial principal amount of $305,000,000, the 1,091,207,000. The Class A-2a 1A1 Notes for original issue shall be issued in an aggregate initial principal amount of $350,900,000207,831,000, the Class A-2b 1A2 Notes for original issue shall be issued in an aggregate initial principal amount of $170,000,000212,766,000, the Class A-3 1A3 Notes for original issue shall be issued in an aggregate initial principal amount of $458,400,00028,708,000, the Class A-4 2A1 Notes for original issue shall be issued in an aggregate initial principal amount of $93,890,000334,878,000, the Class B 2A2 Notes for original issue shall be issued in an aggregate initial principal amount of $39,590,00083,720,000, the Class C M1 Notes for original issue shall be issued in an aggregate initial principal amount of $45,680,00042,749,000, and the Class D M2 Notes for original issue shall be issued in an aggregate initial principal amount of $36,540,00040,498,000, the Class M3 Notes shall be issued in an aggregate initial principal amount of $22,499,000, the Class M4 Notes shall be issued in an aggregate initial principal amount of $21,374,000, the Class M5 Notes shall be issued in an aggregate initial principal amount of $19,124,000, the Class M6 Notes shall be issued in an aggregate initial principal amount of $18,562,000, the Class M7 Notes shall be issued in an aggregate initial principal amount of $16,312,000, the Class M8 Notes shall be issued in an aggregate initial principal amount of $15,187,000, the Class M9 Notes shall be issued in an aggregate initial principal amount of $14,062,000, the Class M10 Notes shall be issued in an aggregate initial principal amount of $11,250,000 and the Class M11 Notes shall be issued in an aggregate initial principal amount of $1,687,000. The aggregate principal amounts Each of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C the Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Class 1A1, Class 1A2, Class 1A3, Class 2A1 and Class 2A2 Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum denominations initial Note Principal Balances of $5,000 25,000 and in integral multiples of $1,000 1 in excess thereof; provided, that the minimum amounts of any Retained . The Class M Notes shall be subject to issuable as registered Notes and the restrictions set forth Notes shall be issuable in Section 2.15. (e) the minimum initial Note Principal Balances of $100,000 and in integral multiples of $1 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee Securities Administrator by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, upon receipt of an Issuer Order, authenticate and deliver the for original issue (i) Class A-1 Notes for original issue in an aggregate principal amount of $305,000,00056,955,084, the (ii) Class A-2a A-2 Notes for original issue in an aggregate principal amount of $350,900,00027,949,428, the (iii) Class A-2b A-3 Notes for original issue in an aggregate principal amount of $170,000,00020,880,883, the (iv) Class A-3 A-4 Notes for original issue in an aggregate principal amount of $458,400,00033,961,804, the (v) Class A-4 B Notes for original issue in an aggregate principal amount of $93,890,0009,749,800, the (vi) Class B C Notes for original issue in an aggregate principal amount of $39,590,000, the 4,874,900 and (vii) Class C D Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an 4,468,658. The aggregate principal amount of $36,540,000. The aggregate principal amounts such Classes of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding Outstanding at any time may not exceed those such respective amounts amounts, except as otherwise provided in Section 2.6. (d) 2.05. Each Note shall be dated the date of its authentication. The Class A Notes, the Class B Notes and the Class C Notes shall be issuable as registered Notes in the minimum denominations denomination of $5,000 250,000 and in integral multiples of $1,000 in excess thereof; provided, except that the minimum amounts one Note of any Retained each Class may be issued in an integral multiple of less than $1,000 in excess thereof. The Class D Notes shall be subject to issuable as registered Notes in the restrictions set forth minimum denomination of $500,000 and in Section 2.15. (e) integral multiples of $1,000 in excess thereof, except that one Note of such Class may be issued in an integral multiple of less than $1,000 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes Bonds shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes Bonds may be manual or facsimile. (b) Notes . Bonds bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes Bonds or did not hold such offices on such at the date of authentication or date of delivery. (c) such Bonds. The Indenture Trustee shall, shall upon Issuer Order, Request authenticate and deliver the Class A-1 Notes 1-A-1, Class 1-A-2, Class 2-A, Class M-1-1, Class M-2-1, Class M-3-1, Class M-4-1, Class M-5-1, Class M-1-2, Class M-2-2, Class M-3-2, Class M-4-2 and Class M-5-2 Bonds for original issue in an aggregate initial principal amount of $305,000,000, the 2,200,000,000. The Class A-2a Notes for original issue 1-A-1 Bonds shall be issued in an aggregate initial principal amount of $350,900,0001,047,174,000, the Class A-2b Notes for original issue 1-A-2 Bonds shall be issued in an aggregate initial principal amount of $170,000,000116,352,000, the Class A-3 Notes for original issue 2-A Bonds shall be issued in an aggregate initial principal amount of $458,400,000772,477,000, the Class A-4 Notes for original issue M-1-1 Bonds shall be issued in an aggregate initial principal amount of $93,890,00023,139,000, the Class B Notes for original issue M-2-1 Bonds shall be issued in an aggregate initial principal amount of $39,590,00036,360,000, the Class C Notes for original issue M-3-1 Bonds shall be issued in an aggregate initial principal amount of $45,680,00026,444,000, and the Class D Notes for original issue M-4-1 Bonds shall be issued in an aggregate initial principal amount of $36,540,000. The 36,360,000, the Class M-5-1 Bonds shall be issued in an aggregate initial principal amounts amount of Class A-1 Notes$36,360,000, Class A-2a NotesM-1-2 Bonds shall be issued in an aggregate initial principal amount of $15,361,000, the Class A-2b NotesM-2-2 Bonds shall be issued in an aggregate initial principal amount of $24,139,000, the Class A-3 NotesM-3-2 Bonds shall be issued in an aggregate initial principal amount of $17,556,000, the Class A-4 Notes, M-4-2 Bonds shall be issued in an aggregate initial principal amount of $24,139,000 and the Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided M-5-2 Bonds shall be issued in Section 2.6. (d) an aggregate initial principal amount of $24,139,000. Each Note of the Bonds shall be dated the date of its authentication. The Notes Bonds shall be issuable as registered Notes Bonds and the Bonds shall be issuable in the minimum denominations initial Bond Principal Balances of $5,000 25,000 and in integral multiples of $1,000 1 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) . No Note Bond shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note Bond a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note Bond shall be conclusive evidence, and the only evidence, that such Note Bond has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) Each Note shall be dated the date of its authentication and shall be issuable as a registered Note in the minimum denomination of $1,000 and in integral multiples thereof (except, if applicable, for one Note representing a residual portion of each class which may be issued in a different denomination). (b) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (bc) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices office prior to the authentication and delivery of such Notes or did not hold such offices on such office at the date of authentication or date of deliverysuch Notes. (cd) The Indenture Trustee, in exchange for the Grant of the Receivables and the other components of the Trust, simultaneously with the Grant to the Indenture Trustee shallof the Receivables, and the constructive delivery to the Indenture Trustee of the Receivables Files and the other components and assets of the Trust, shall cause to be authenticated and delivered to or upon Issuer Orderthe order of the Issuer, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,0002,986,610,000, comprised of (i) Class A-1 Notes in the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000617,000,000, (ii) Class A-2 Notes in the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000526,000,000, the (iii) Class A-3 Notes for original issue in an the aggregate principal amount of $458,400,000429,000,000, the (iv) Class A-4 Notes for original issue in an the aggregate principal amount of $93,890,000471,000,000, (v) Class A-5 Notes in the Class B Notes for original issue in an aggregate principal amount of $39,590,000250,610,000, and (vi) the Class C Notes for original issue Initial Variable Pay Revolving Note in an the aggregate initial principal amount of $693,000,000. The aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D all Notes outstanding at any time may not exceed those respective amounts $2,986,610,000, except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.152.5. (e) On the Targeted Final Distribution Date for each class of Class A Notes, an Incremental Advance under any Variable Pay Revolving Note may be obtained as set forth in Section 2.06 of the Trust Sale and Servicing Agreement. If the Incremental Advance will not be obtained from the Holder of an outstanding Variable Pay Revolving Note, then (upon order of the Seller) the Issuer shall execute and the Indenture Trustee shall cause to be authenticated and delivered an additional class of Variable Pay Revolving Notes. Each such order shall set forth: (i) the designation of the particular class (which shall distinguish such class from all other classes); (ii) the aggregate principal amount of the class which may be authenticated and delivered under this Indenture (except for Notes authenticated and delivered upon registration and transfer of, or in exchange for, or in lieu of, other Notes of such class pursuant to this Indenture); (iii) the Interest Rate for such class; and (iv) any other terms or provisions of such class which shall not be inconsistent with the provisions of this Indenture. (f) No Note Notes shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein set forth in Exhibit C-1, Exhibit C-2, Exhibit C-3 or Exhibit C-4, as applicable, executed by the Indenture Trustee by the manual signature of one of its authorized signatoriesAuthorized Officers, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such the date of authentication or date of deliverysuch Notes. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000, 108,000,000 the Class A-2a A-2 Notes for original issue in an aggregate principal amount of $350,900,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000213,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000166,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000128,222,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00012,026,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 14,951,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,0007,801,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of deliverysuch Notes. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an the Classes and initial aggregate principal amounts as set in the table below. Initial Aggregate Class Principal Amount ----- ---------------- Class A-1 Notes $758,000,000 Class A-2A Notes $834,000,000 Class A-2B Notes $20,000,000 Class A-3A Notes $160,875,000 Class A-3B Notes $273,250,000 Class A-3C Notes $160,875,000 Class A-4 Notes $462,605,000 Class B Notes $69,520,000 Class C Notes $27,805,000 Class D Notes $69,520,000 The aggregate principal amount of $305,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,000. The aggregate principal amounts of Class A-1 Notes, the Class A-2a A-2A Notes, the Class A-2b A-2B Notes, the Class A-3 A-3A Notes, the Class A-3B Notes, the Class A-3C Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding Notes, Outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated The Class A-1 Notes, the date of its authentication. The Class A-2A Notes, the Class A-2B Notes, the Class A-3A Notes, the Class A-3B Notes, the Class A-3C Notes, Class A-4 Notes, Class B Notes and Class C Notes, shall be issuable as registered Book-Entry Notes in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained . The Class D Notes shall be subject to the restrictions set forth issuable as Book-Entry Notes in Section 2.15minimum denominations of $25,000 and in integral multiples of $1,000 in excess thereof. (e) The Class D Notes initially sold in the United States or to U.S. Persons in reliance on Rule 144A under the Securities Act will be issued as Book-Entry Notes in the form of one or more permanent global notes, in definitive, fully registered form without interest coupons, deposited with, and registered in the name of, the Note Depository (the "Rule 144A Global Notes"). The Class D Notes sold to non-U.S. Persons in offshore transactions in reliance on Regulation S will be issued as Book-Entry Notes and initially represented by one or more temporary global notes, respectively, in definitive, fully registered form without coupons deposited with, and registered in the name of, the Note Depository (the "Temporary Regulation S Global Notes"). On the Exchange Date, interests in the Temporary Regulation S Global Notes will, upon certification that the beneficial interests in such Temporary Regulation S Global Notes are owned by persons who are not U.S. Persons, be exchangeable for interests in permanent global notes, in definitive, fully registered form without interest coupons (the "Regulation S Global Notes" and, together with the Rule 144A Global Notes and the Temporary Regulation S Global Notes, the "Global Notes"), deposited with the Indenture Trustee as custodian for, and registered in the name of, a nominee of the Note Depository for the respective accounts of the operator of the Euroclear system ("Euroclear") and Clearstream Banking, societe anonyme ("Clearstream" and, together with Euroclear, each a "Clearance System"). The Global Notes shall be exchangeable to the extent provided in Section 2.5 below. (f) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . 10 (b2013-C Indenture) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, shall upon Issuer Order, Order authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000250,000,000, the Class A-2a A-2 Notes for original issue in an aggregate principal amount of $350,900,000410,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000419,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000118,630,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00023,290,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 34,940,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00028,470,000. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a Notes, Class A-2b A-2 Notes, Class A-3 Notes, Class A-4 Notes, the Class B Notes, the Class C Notes and the Class D Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication2.06. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts thereof (except for one Note of any Retained Notes shall each class which may be subject to the restrictions set forth issued in Section 2.15. (e) a denomination other than an integral multiple of $1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes Bonds shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes Bonds may be manual or facsimile. (b) Notes . Bonds bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes Bonds or did not hold such offices on such at the date of authentication or date of delivery. (c) such Bonds. The Indenture Trustee shall, shall upon Issuer Order, Request authenticate and deliver the Class A-1 Notes 1-A-1, Class 1-A-2, Class 2-A, Class 3-A-1, Class 3-A-2, Class 3-M-1, Class 3-M-2, Class 3-M-3, Class 3-M-4, Class 3-M-5, Class 4-A-1, Class 4-A-2, Class 4-M-1, Class 4-M-2 and Class 4-B Bonds for original issue in an aggregate initial principal amount of $305,000,000, the 2,111,091,000. The Class A-2a Notes for original issue 1-A-1 Bonds shall be issued in an aggregate initial principal amount of $350,900,000844,039,000, the Class A-2b Notes for original issue 1-A-2 Bonds shall be issued in an aggregate initial principal amount of $170,000,000, 173,489,000 the Class A-3 Notes for original issue 2-A Bonds shall be issued in an aggregate initial principal amount of $458,400,000681,725,000, the Class A-4 Notes for original issue 3-A-1 Bonds shall be issued in an aggregate initial principal amount of $93,890,000187,179,000, the Class B Notes for original issue 3-A-2 Bonds shall be issued in an aggregate initial principal amount of $39,590,00020,798,000, the Class C Notes for original issue 3-M-1 Bonds shall be issued in an aggregate initial principal amount of $45,680,00013,163,000, and the Class D Notes for original issue 3-M-2 Bonds shall be issued in an aggregate initial principal amount of $36,540,00010,029,000, the Class 3-M-3 Bonds shall be issued in an aggregate initial principal amount of $6,895,000, the Class 3-M-4 Bonds shall be issued in an aggregate initial principal amount of $6,268,000, the Class 3-M-5 Bonds shall be issued in an aggregate initial principal amount of $6,393,000, the Class 4-A-1 Bonds shall be issued in an aggregate initial principal amount of $85,707,000, the Class 4-A-2 Bonds shall be issued in an aggregate initial principal amount of $19,779,000, the Class 4-M-1 Bonds shall be issued in an aggregate initial principal amount of $10,301,000, the Class 4-M-2 Bonds shall be issued in an aggregate initial principal amount of $15,658,000 and the Class 4-B Bonds shall be issued in an aggregate initial principal amount of $29,668,000. The aggregate principal amounts Each of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note the Bonds shall be dated the date of its authentication. The Notes Bonds shall be issuable as registered Notes Bonds and the Bonds shall be issuable in the minimum denominations initial Bond Principal Balances of $5,000 25,000 and in integral multiples of $1,000 1 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) . No Note Bond shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note Bond a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note Bond shall be conclusive evidence, and the only evidence, that such Note Bond has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee shall, upon receipt of an Issuer Order, authenticate and deliver the for original issue (i) Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000288,583,600, the (ii) Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000144,291,800, the (iii) Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000144,291,800, the (iv) Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000187,959,055, the (v) Class A-4 Notes for original issue in an aggregate principal amount of $93,890,00093,030,239, the (vi) Class B Notes for original issue in an aggregate principal amount of $39,590,00011,391,458, the (vii) Class C Notes for original issue in an aggregate principal amount of $45,680,00015,188,611, and the (viii) Class D Notes for original issue in an aggregate principal amount of $36,540,00018,985,762. The aggregate principal amounts amount of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C such Classes of Notes and Class D Notes outstanding Outstanding at any time may not exceed those such respective amounts amounts, except as otherwise provided in Section 2.6. (d) 2.05. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denominations denomination of $5,000 1,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes thereof or in such other denomination as shall be subject to the restrictions set forth in Section 2.15. (e) necessary. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such the date of authentication or date of deliverysuch Notes. (c) The Indenture Trustee shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an aggregate principal amount of $305,000,000202,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000192,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000192,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000384,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000116,945,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,00023,300,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, 23,300,000 and the Class D Notes for original issue in an aggregate principal amount of $36,540,00031,455,000. The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations of $5,000 and in integral multiples of $1,000 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes Bonds shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes Bonds may be manual or facsimile. (b) Notes . Bonds bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes Bonds or did not hold such offices on such at the date of authentication or date of delivery. (c) such Bonds. The Indenture Trustee shall, shall upon Issuer Order, Request authenticate and deliver the Class A-1 Notes 1-A-1, Class 1-A-2, Class 2-A, Class M-1-1, Class M-2-1, Class M-3-1, Class M-4-1, Class M-5-1, Class M-6-1, Class M-1-2, Class M-2-2, Class M-3-2, Class M-4-2, Class M-5-2 and Class M-6-2 Bonds for original issue in an aggregate initial principal amount of $305,000,000, the 1,000,000,000. The Class A-2a Notes for original issue 1-A-1 Bonds shall be issued in an aggregate initial principal amount of $350,900,000685,100,000, the Class A-2b Notes for original issue 1-A-2 Bonds shall be issued in an aggregate initial principal amount of $170,000,00075,000,000, the Class A-3 Notes for original issue 2-A Bonds shall be issued in an aggregate initial principal amount of $458,400,00094,900,000, the Class A-4 Notes for original issue M-1-1 Bonds shall be issued in an aggregate initial principal amount of $93,890,00020,002,458, the Class B Notes for original issue M-2-1 Bonds shall be issued in an aggregate initial principal amount of $39,590,00012,890,473, the Class C Notes for original issue M-3-1 Bonds shall be issued in an aggregate initial principal amount of $45,680,00031,559,434, and the Class D Notes for original issue M-4-1 Bonds shall be issued in an aggregate initial principal amount of $36,540,000. The 36,448,924, the Class M-5-1 Bonds shall be issued in an aggregate initial principal amounts amount of $21,335,956, the Class A-1 NotesM-6-1 Bonds shall be issued in an aggregate initial principal amount of $6,667,486, the Class 2-A Bonds shall be issued in an aggregate initial principal amount of $94,900,000, Class A-2a NotesM-1-2 Bonds shall be issued in an aggregate initial principal amount of $2,497,542, the Class A-2b NotesM-2-2 Bonds shall be issued in an aggregate initial principal amount of $1,609,527, the Class A-3 NotesM-3-2 Bonds shall be issued in an aggregate initial principal amount of $3,940,566, the Class A-4 NotesM-4-2 Bonds shall be issued in an aggregate initial principal amount of $4,551,076, the Class B Notes, M-5-2 Bonds shall be issued in an aggregate initial principal amount of $2,664,044 and the Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided M-6-2 Bonds shall be issued in Section 2.6. (d) an aggregate initial principal amount of $832,514. Each Note of the Bonds shall be dated the date of its authentication. The Notes Bonds shall be issuable as registered Notes Bonds and the Bonds shall be issuable in the minimum denominations initial Bond Principal Balances of $5,000 25,000 and in integral multiples of $1,000 1 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) . No Note Bond shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note Bond a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note Bond shall be conclusive evidence, and the only evidence, that such Note Bond has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee Securities Administrator shall, upon Issuer OrderRequest, authenticate and deliver the Class A-1 1A1, Class 1A2, Class 1A3, Class 2A1, Class M1, Class M2, Class M3, Class M4, Class M5, Class M6, Class M7, Class M8, Class M9, Class M10 and Class M11 Notes for original issue in an aggregate principal amount Initial Note Principal Balance of $305,000,0001,107,690,000. The Class 1A1 Notes shall be issued in an aggregate Initial Note Principal Balance of $215,685,000, the Class A-2a 1A2 Notes for original issue shall be issued in an aggregate principal amount Initial Note Principal Balance of $350,900,000202,284,000, the Class A-2b 1A3 Notes for original issue shall be issued in an aggregate principal amount Initial Note Principal Balance of $170,000,00026,648,000, the Class A-3 2A1 Notes for original issue shall be issued in an aggregate principal amount Initial Note Principal Balance of $458,400,000433,582,000, the Class A-4 M1 Notes for original issue shall be issued in an aggregate principal amount Initial Note Principal Balance of $93,890,00042,035,000, the Class B M2 Notes for original issue shall be issued in an aggregate principal amount Initial Note Principal Balance of $39,590,00040,331,000, the Class C M3 Notes for original issue shall be issued in an aggregate principal amount Initial Note Principal Balance of $45,680,00026,130,000, the Class M4 Notes shall be issued in an aggregate Initial Note Principal Balance of $19,882,000, the Class M5 Notes shall be issued in an aggregate Initial Note Principal Balance of $19,882,000, the Class M6 Notes shall be issued in an aggregate Initial Note Principal Balance of $18,178,000, the Class M7 Notes shall be issued in an aggregate Initial Note Principal Balance of $17,609,000, the Class M8 Notes shall be issued in an aggregate Initial Note Principal Balance of $13,633,000, the Class M9 Notes shall be issued in an aggregate Initial Note Principal Balance of $14,201,000, the Class M10 Notes shall be issued in an aggregate Initial Note Principal Balance of $10,793,000, the Class M11 Notes shall be issued in an aggregate Initial Note Principal Balance of $6,817,000 and the Class D N Notes for original issue shall be issued in an aggregate principal amount Initial Note Principal Balance of $36,540,00023,750,000. The aggregate principal amounts Each of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C the Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authenticationauthentication and shall be issuable as a registered Note. The Notes shall be issuable as registered Notes in the minimum denominations Initial Note Principal Balances of $5,000 100,000 and in integral multiples of $1,000 1 in excess thereof; provided. Thereafter, that the Class A Notes may be registered in minimum amounts Note Principal Balances of any Retained $25,000 and integral multiples of $1 in excess thereof, while Class M Notes shall and Class N Notes may be subject to the restrictions set forth registered in Section 2.15. (e) minimum Note Principal Balances of $100,000 and in integral multiples of $1 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee Securities Administrator by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any Authorized Officer of its Authorized Officersthe Owner Trustee. The signatures signature of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. (b) . Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Owner Trustee or the Trust Administrator shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices on such at the date of authentication or date of delivery. (c) such Notes. The Indenture Trustee Trust Administrator shall, upon Issuer Order, authenticate and deliver the Class A-1 Notes for original issue in an the aggregate principal amount of $305,000,000, the or notional amounts with respect to each Class A-2a Notes for original issue in an aggregate principal amount of $350,900,000, the Class A-2b Notes for original issue in an aggregate principal amount of $170,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $458,400,000, the Class A-4 Notes for original issue in an aggregate principal amount of $93,890,000, the Class B Notes for original issue in an aggregate principal amount of $39,590,000, the Class C Notes for original issue in an aggregate principal amount of $45,680,000, and the Class D Notes for original issue in an aggregate principal amount of $36,540,000. as specified below: 1-A $ 221,277,000 2-A1 $ 259,702,000 2-A2 $ 66,328,000 2-A3 $ 74,196,000 2-A4 $ 29,236,000 M1 $ 49,395,000 M2 $ 29,207,000 M3 $ 16,753,000 M4 $ 15,033,000 M5 $ 15,033,000 M6 $ 13,315,000 M7 $ 13,315,000 M8 $ 12,026,000 M9 $ 8,590,000 M10 $ 9,449,000 The aggregate principal amounts of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D such Classes of Notes outstanding at any time may not exceed those such respective amounts except as provided in Section 2.6. (d) Each Note shall be dated the date of its authenticationamounts. The Notes shall will be issuable as registered Notes issued in minimum principal amount denominations of $5,000 100,000 and in integral multiples of $1,000 1 in excess thereof; provided, that the minimum amounts of any . Any Retained Notes shall will be subject to the same restrictions and consequences applicable to the Ownership Certificate as set forth in Section 2.15. 3.03 of the Trust Agreement unless either (ea) as of the date such Retained Notes are sold or transferred to a third party or taxable REIT subsidiary (within the meaning of the Code): (i) the owner of the Ownership Certificate is a Permitted Transferee; (ii) no modifications have been made to the transaction documents as of the date of such sale or transfer; (iii) the respective ratings of the Retained Notes as of the date of such sale or transfer are not lower than the ratings for such Retained Notes as of the Closing Date; and (iv) no adverse changes have been made to (or that would adversely affect the application of) the legal authorities applicable to the Closing Date tax opinions or (b) a tax opinion is delivered from a nationally recognized law firm generally recognized to be qualified to opine concerning the tax aspects of asset securitization that (i) the Retained Notes “will be debt” and (ii) after the sale or transfer, the Trust will continue to qualify as a Qualified REIT Subsidiary for federal income tax purposes. For purposes of this Section 2.02, in determining whether a holder of Retained Notes complies with the provisions of Section 3.03 of the Trust Agreement, such holder will be deemed to be the Certificateholder. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee Trust Administrator by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Execution, Authentication and Delivery. (a) The Notes Bonds shall be -------------------------------------- executed on behalf of the Issuer by any of its Authorized Officers. The signatures signature of any such Authorized Officer of the Issuer on the Notes Bonds may be manual or facsimile. (b) Notes . Bonds bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding whether any that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes Bonds or did not hold such offices on such at the date of authentication or date of delivery. (c) such Bonds. The Indenture Trustee shall, shall upon Issuer Order, Request authenticate and deliver the Class A-1 Notes 1-A, Class 2-A-1, Class 2-A-2, Class 3-A, Class 3-M-1, Class 3-M-2 and Class 3-B Bonds for original issue in an aggregate initial principal amount of $305,000,000, the 1,600,270,000. The Class A-2a Notes for original issue 1-A Bonds shall be issued in an aggregate initial principal amount of $350,900,000635,985,000, the Class A-2b Notes for original issue 2-A-1 Bonds shall be issued in an aggregate initial principal amount of $170,000,000745,195,000, the Class A-3 Notes for original issue 2-A-2 Bonds shall be issued in an aggregate initial principal amount of $458,400,000121,312,000, the Class A-4 Notes for original issue 3-A Bonds shall be issued in an aggregate initial principal amount of $93,890,00062,659,000, the Class B Notes for original issue 3-M-1 Bonds shall be issued in an aggregate initial principal amount of $39,590,0006,316,000, the Class C Notes for original issue 3-M-2 Bonds shall be issued in an aggregate initial principal amount of $45,680,000, 9,601,000 and the Class D Notes for original issue 3-B Bonds shall be issued in an aggregate initial principal amount of $36,540,00019,202,000. The aggregate principal amounts Each of Class A-1 Notes, Class A-2a Notes, Class A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class D Notes outstanding at any time may not exceed those respective amounts except as provided in Section 2.6. (d) Each Note the Bonds shall be dated the date of its authentication. The Notes Bonds shall be issuable as registered Notes Bonds and the Bonds shall be issuable in the minimum denominations initial Bond Principal Balances of $5,000 25,000 and in integral multiples of $1,000 1 in excess thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.15. (e) . No Note Bond shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose purpose, unless there appears on such Note Bond a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note Bond shall be conclusive evidence, and the only evidence, that such Note Bond has been duly authenticated and delivered hereunder.