Common use of Federal Income Tax Allocations Clause in Contracts

Federal Income Tax Allocations. Net income of the Trust for any month as determined for federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) during which the beneficial ownership interests in the Trust are held by more than one Person shall be allocated: (a) in an amount equal to any amount distributed to the Certificateholders pursuant to the Sale and Servicing Agreement (to the extent not previously allocated pursuant to this clause); and (b) to the Depositor, to the extent of any remaining net income. If the net income of the Trust for any month is insufficient for the allocations described in clause (a) above, subsequent net income shall first be allocated to make up such shortfall before being allocated as provided in the preceding sentence. Net losses of the Trust, if any, for any month as determined for federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) shall be allocated to the Depositor to the extent the Depositor has agreed hereunder and under the Sale and Servicing Agreement and the Indenture to bear the economic burden of such net losses, and any remaining net losses shall be allocated among the Certificateholders as of the first Distribution Date following the end of such month in proportion to their ownership of principal amount of Certificates as of the close of business on such Distribution Date. The Depositor is authorized to modify the allocations in this paragraph if necessary or appropriate, in its sole discretion, for the allocations to fairly reflect the economic income, gain or loss to the Depositor or to the Certificateholders, or as otherwise required by the Code.

Federal Income Tax Allocations. Net If Certificates are held by more than one Person, (a) amounts paid to Certificateholders pursuant to Section 5.2(a) shall be treated as "guaranteed payments" within the meaning of Section 707(c) of the Code; and (b) to the extent that the characterization provided for in paragraph (a) of this Section is not respected, gross ordinary income of the Trust for any such month as determined for federal income tax purposes (and each item of income, gain, credit, loss and or deduction entering into the computation thereof) during which the beneficial ownership interests in the Trust are held by more than one Person shall be allocated: (a) in an amount equal to any amount distributed to the Certificateholders pursuant to the Sale and Servicing Agreement (to the extent not previously allocated pursuant to this clause); and (b) to the Depositor, to the extent of any remaining net income. If thereof, shall be allocated among the net income Certificateholders as of the Trust for any month is insufficient for first Record Date following the allocations described end of such month, in clause (a) above, subsequent net income shall first be allocated proportion to make up such shortfall before being allocated as provided their Certificate Percentage Interests in the preceding sentenceTrust on such date. Net losses of the Trust, if any, for any month as determined for federal income tax purposes (and each item of income, gain, loss loss, credit and deduction entering into the computation thereof) shall be allocated to the Depositor to the extent the Depositor has agreed hereunder and under is reasonably expected as determined by the Sale and Servicing Agreement and the Indenture Servicer to bear the economic burden of such net losses, and any remaining then net losses shall be allocated among the Certificateholders as of the first Distribution Record Date following the end of such month in proportion to their ownership of principal amount of Certificates as of the close of business Certificate Percentage Interests on such Distribution Record Date. The Depositor is authorized to modify the allocations in this paragraph if necessary or appropriate, in its sole discretion, for the allocations to fairly reflect the economic income, gain or loss to the Depositor or to Depositor, the Certificateholders, or as otherwise required by the Code. Notwithstanding anything provided in this Section 2.11, if the Certificates are held solely by the Depositor, the application of this Section 2.11 shall be disregarded.

Federal Income Tax Allocations. Net income of the Trust for any month as determined for federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) during which the beneficial ownership interests in the Trust are held by one more than one Person shall be allocated: (a) in an amount equal to any amount distributed to the Certificateholders pursuant to the Sale and Servicing Agreement (to the extent not previously allocated pursuant to this clause); and (b) to the Depositor, to the extent of any remaining net income. If the net income of the Trust for any month is insufficient for the allocations described in clause (a) above, subsequent net income shall first be allocated to make up such shortfall before being allocated as provided in the preceding sentence. Net losses of the Trust, if any, for any month as determined for federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) shall be allocated to the Depositor to the extent the Depositor has agreed hereunder and under the Sale and Servicing Agreement and the Indenture to bear the economic burden of such net losses, and any remaining net losses shall be allocated among the Certificateholders as of the first Distribution Date following the end of such month in proportion to their ownership of principal amount of Certificates as of the close of business on such Distribution Date. The Depositor is authorized to modify the allocations in this paragraph if necessary or appropriate, in its sole discretion, for the allocations to fairly reflect the economic income, gain or loss to the Depositor or to the Certificateholders, or as otherwise required by the Code.

Federal Income Tax Allocations. Net In the event that the Trust is treated as a partnership for Federal income tax purposes, net income of the Trust for any month as determined for federal Federal income tax purposes (and each item of income, gain, loss loss, credit and deduction entering into the computation thereof) during which the beneficial ownership interests in the Trust are held by more than one Person shall be allocated: (a) in an amount equal to any amount distributed to the Certificateholders pursuant to the Sale and Servicing Agreement (to the extent not previously allocated pursuant of available net income, among the Certificateholders as of the first Record Date following the end of such month, in proportion to this clause)their ownership of principal amount of Certificates on such date; and (b) to the DepositorSponsor, to the extent of any remaining net income. If the net income of the Trust for any month is insufficient for the allocations described in clause (a) above, subsequent net income shall first be allocated to make up such shortfall before being allocated as provided in the preceding sentenceclause (b). Net losses of the Trust, if any, for any month as determined for federal Federal income tax purposes (and each item of income, gain, loss loss, credit and deduction entering into the computation thereof) shall be allocated to the Depositor to the extent the Depositor has agreed hereunder and under the Sale and Servicing Agreement and the Indenture to bear the economic burden of such net losses, and any remaining net losses shall be allocated among the Certificateholders as of the first Distribution Record Date following the end of such month in proportion to their ownership percentage of principal amount of Certificates as on such Record Date until the principal balance of the close of business on such Distribution DateCertificates is reduced to zero. The Depositor Sponsor is authorized to modify the allocations in this paragraph if necessary or appropriate, in its sole discretion, for the allocations to fairly reflect the economic income, gain or loss to the Depositor or to the Certificateholders, or as otherwise required by the Code.

Federal Income Tax Allocations. Net income of the Trust for any month as determined for federal Federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) during which the beneficial ownership interests in the Trust are held by more than one Person shall be allocated: (a) in an amount equal to any amount distributed to the Certificateholders pursuant to the Sale and Servicing Agreement (to the extent not previously allocated pursuant to this clause); and (b) to the Depositor, to the extent of any remaining net income. If the net income of the Trust for any month is insufficient for the allocations described in clause (a) above, subsequent net income shall first be allocated to make up such shortfall before being allocated as provided in the preceding sentence. Net losses of the Trust, if any, for any month as determined for federal Federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) shall be allocated to the Depositor to the extent the Depositor has agreed hereunder and under the Sale and Servicing Agreement and the Indenture to bear the economic burden of such net losses, and any remaining net losses shall be allocated among the Certificateholders as of the first Distribution Payment Date following the end of such month in proportion to their ownership of principal amount of Certificates as of the close of business on such Distribution Payment Date. The Depositor is authorized to modify the allocations in this paragraph if necessary or appropriate, in its sole discretion, for the allocations to fairly reflect the economic income, gain or loss to the Depositor or to the Certificateholders, or as otherwise required by the Code.

Federal Income Tax Allocations. Net income of the Trust for any month as determined for federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) during which the beneficial ownership interests in the Trust are held by more than one Person shall be allocated: (a) in an amount equal to any amount distributed to the Certificateholders pursuant to the Sale and Servicing Agreement (to the extent not previously allocated pursuant to this clause); and (b) to the Depositor, to the extent of any remaining net income. If the net income of the Trust for any month is insufficient for the allocations described in clause (a) above, subsequent net income shall first be allocated to make up such shortfall before being allocated as provided in the preceding sentence. Net losses of the Trust, if any, for any month as determined for federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) shall be allocated to the Depositor to the extent the Depositor has agreed hereunder and under the Sale and Servicing Agreement and the Indenture to bear the economic burden of such net losses, and any remaining net losses shall be allocated among the Certificateholders as of the first Distribution Date following the end of such month in proportion to their ownership of principal amount of Certificates as of the close of business on such Distribution Date. The Depositor is authorized to modify the allocations in this paragraph if necessary or appropriate, in its sole discretion, for the allocations to fairly reflect the economic income, gain or loss to the Depositor or to the Certificateholders, or as otherwise required by the Code.

Federal Income Tax Allocations. Net income of the Trust for any month as determined for federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) during which the beneficial ownership interests in the Trust are held by more than one Person shall be allocated: (a) in an amount equal to any amount distributed to the Certificateholders pursuant to the Sale and Servicing Agreement (to the extent not previously allocated pursuant to this clause); and (b) to the Depositor, to the extent of any remaining net income. If the net income of the Trust for any month is insufficient for the allocations described in clause (a) above, subsequent net income shall first be allocated to make up such shortfall before being allocated as provided in the preceding sentence. Net losses of the Trust, if any, for any month as determined for federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) shall be allocated to the Depositor to the extent the 8 (Nissan 2005-B Depositor has agreed hereunder and under the Sale and Servicing Agreement and the Indenture to bear the economic burden of such net losses, and any remaining net losses shall be allocated among the Certificateholders as of the first Distribution Date following the end of such month in proportion to their ownership of principal amount of Certificates as of the close of business on such Distribution Date. The Depositor is authorized to modify the allocations in this paragraph if necessary or appropriate, in its sole discretion, for the allocations to fairly reflect the economic income, gain or loss to the Depositor or to the Certificateholders, or as otherwise required by the Code.

Federal Income Tax Allocations. Net income of the Trust for any month as determined for federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) during which the beneficial ownership interests in the Trust are held by more than one Person shall be allocated: (a) in an amount equal to any amount distributed to the Certificateholders pursuant to the Sale and Servicing Agreement (to the extent not previously allocated pursuant to this clause); and (b) to the Depositor, to the extent of any remaining net income. If the net income of the Trust for any month is insufficient for the allocations described in clause (a) above, subsequent net income shall first be allocated to make up such shortfall before being allocated as provided in the preceding sentence. Net losses of the Trust, if any, for any month as determined for federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) shall be allocated to the Depositor to the extent the Depositor has agreed hereunder and under the Sale and Servicing Agreement and the Indenture to bear the economic burden of such net losses, and any remaining net losses shall be allocated among the Certificateholders as of the first Distribution Date following the end of such month in proportion to their ownership of principal amount of Certificates as of the close of business on such Distribution Date. The Depositor is authorized to modify the allocations in this paragraph if necessary or appropriate, in its sole discretion, for the allocations to fairly reflect the economic income, gain or loss to the Depositor or to the Certificateholders, or as otherwise required by the Code.. (Nissan 2003-A Amended & Restated Trust Agreement)

Federal Income Tax Allocations. Net income of the Trust for any month as determined for federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) during which the beneficial ownership interests in the Trust are held by more than one Person shall be allocated: (a) in an amount equal to any amount distributed to the Certificateholders pursuant to the Sale and Servicing Agreement (to the extent not previously allocated pursuant to this clause); and (b) to the Depositor, to the extent of any remaining net income. (Nissan 2004-C Amended & Restated Trust Agreement) If the net income of the Trust for any month is insufficient for the allocations described in clause (a) above, subsequent net income shall first be allocated to make up such shortfall before being allocated as provided in the preceding sentence. Net losses of the Trust, if any, for any month as determined for federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) shall be allocated to the Depositor to the extent the Depositor has agreed hereunder and under the Sale and Servicing Agreement and the Indenture to bear the economic burden of such net losses, and any remaining net losses shall be allocated among the Certificateholders as of the first Distribution Date following the end of such month in proportion to their ownership of principal amount of Certificates as of the close of business on such Distribution Date. The Depositor is authorized to modify the allocations in this paragraph if necessary or appropriate, in its sole discretion, for the allocations to fairly reflect the economic income, gain or loss to the Depositor or to the Certificateholders, or as otherwise required by the Code.

Federal Income Tax Allocations. Net income of the Trust for any month as determined for federal Federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) during which the beneficial ownership interests in the Trust are held by more than one Person shall be allocated: (a) among the Certificateholders as of the first Record Date following the end of such month, in proportion to their ownership of principal amount of Certificates on such date, an amount equal of net income up to the sum of (i) the Certificateholders' Interest Distributable Amount for such month, (ii) the portion of the market discount on the Receivables accrued during such month that is allocable to the excess of the initial aggregate principal amount of the Certificates over their initial aggregate issue price, and (iii) any amount distributed Certificate Prepayment Premium distributable to the Certificateholders pursuant with respect to the Sale and Servicing Agreement (to the extent not previously allocated pursuant to this clause)such month; and (b) next, to the Depositor, General Partners to the extent of any remaining net income. If the net income of the Trust for any month is insufficient for the allocations described in clause (a) above, subsequent net income shall first be allocated to make up such shortfall before being allocated as provided in the preceding sentenceclause (b). Net losses of the Trust, if any, for any month as determined for federal Federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) shall be allocated to the Depositor General Partners to the extent the Depositor has agreed hereunder and under the Sale and Servicing Agreement and the Indenture General Partners are reasonably expected to bear the economic burden of such net losses, and any remaining then net losses shall be allocated among the Certificateholders as of the first Distribution Record Date following the end of such month in proportion to their ownership of principal amount of the Certificates as of the close of business on such Distribution Record Date. The Depositor is General Partners are authorized to modify the allocations in this paragraph if necessary or appropriate, in its their sole discretion, for the allocations to reflect fairly reflect the economic income, gain or loss to the Depositor General Partners or to the Certificateholders, or as otherwise required by to comply with the Codeprovisions of the Code and the accompanying Treasury Regulations.

Federal Income Tax Allocations. Net income of the Trust for any month as determined for federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) during which the beneficial ownership interests in the Trust are held by more than one Person shall be allocated: (a) in an amount equal to any amount distributed to the Certificateholders pursuant to the Sale and Servicing Agreement (to the extent not previously allocated pursuant to this clause); and (b) to the Depositor, to the extent of any remaining net income. If the net income of the Trust for any month is insufficient for the allocations described in clause (a) above, subsequent net income shall first be allocated to make up such shortfall before being allocated as provided in the preceding sentence. Net losses of the Trust, if any, for any month as determined for federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) shall be allocated to the Depositor to the extent the Depositor has agreed hereunder and under the Sale and Servicing Agreement and the Indenture to bear the economic burden of such net losses, and any remaining net losses shall be allocated among the Certificateholders as of the first Distribution Date following the end of such month in proportion to their ownership of principal amount of Certificates as of the close of business on such Distribution Date. The Depositor is authorized to modify the allocations in this paragraph if necessary or appropriate, in its sole discretion, for the allocations to fairly reflect the economic income, gain or loss to the Depositor or to the Certificateholders, or as otherwise required by the Code.. (Nissan 2004-B Amended & Restated Trust Agreement)

Federal Income Tax Allocations. (a) Net income of the Trust for any month as determined for federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) during which will be allocated to the beneficial Certificateholders as of the first day following the end of such month, in proportion to their ownership interests in of principal amount of Trust Certificates on such date, to the extent of any net income of the Trust are held by more than one Person shall (including any amounts to be allocated: (a) in an amount equal to any amount distributed to the Certificateholders pursuant to the Sale Transfer and Servicing Agreement (to the extent not previously allocated pursuant to this clauseAgreement); and (b) to the Depositor, to the extent of any remaining net income. If the net income of the Trust for any month is insufficient for the allocations described in clause (a) above, subsequent net income shall first be allocated to make up such shortfall before being allocated as provided in the preceding sentence. Net losses of the Trust, if any, for any month as determined for federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) shall will be allocated to the Depositor to the extent the Depositor has agreed hereunder and under the Sale and Servicing Agreement and the Indenture is reasonably expected to bear the economic burden of such net losses, and any remaining net losses shall will be allocated among the Certificateholders as of the first Distribution Record Date following the end of such month in proportion to their ownership of principal amount of Trust Certificates as of the close of business on such Distribution Record Date. The Depositor is authorized to modify the allocations in this paragraph if necessary or appropriate, in its sole discretion, for the allocations to fairly reflect the economic income, gain or loss to the Depositor or to the Certificateholders, or as otherwise required by the Code. (b) All "excess nonrecourse liabilities" represented by all outstanding Notes issued by the Trust, as well as the deductions attributable thereto, will be allocated one hundred percent to the Depositor, in accordance with Treasury Regulations section 1.752-3(a)(3).

Federal Income Tax Allocations. Net income of the Trust for any month as determined for federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) during which the beneficial ownership interests in the Trust are held by more than one Person shall be allocated: (a) in an amount equal to any amount distributed to the Certificateholders pursuant to the Sale and Servicing Agreement (to the extent not previously allocated pursuant to this clause); and (b) to the Depositor, to the extent of any remaining net income. If the net income of the Trust for any month is insufficient for the allocations described in clause (a) above, subsequent net income shall first be allocated to make up such shortfall before being allocated as provided in the preceding sentence. Net losses of the Trust, if any, for any month as determined for federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) shall be allocated to the Depositor to the extent the Depositor has agreed hereunder and under the Sale and Servicing Agreement and the Indenture to bear the economic burden of such net losses, and any remaining net losses shall be allocated among the Certificateholders as of the first Distribution Date following the end of such month in proportion to their ownership of principal amount of Certificates as of the close of business on such Distribution Date. The Depositor is authorized to modify the allocations in this paragraph if necessary or appropriate, in its sole discretion, for the allocations to fairly reflect the economic income, gain or loss to the Depositor or to the Certificateholders, or as otherwise required by the Code.. (Nissan 2003-B Amended & Restated Trust Agreement)

Federal Income Tax Allocations. Net income of the Trust for any month as determined for federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) during which the beneficial ownership interests in the Trust are held by more than one Person shall be allocated: (a) in an amount equal to any amount distributed to the Certificateholders pursuant to the Sale and Servicing Agreement (to the extent not previously allocated pursuant to this clause); and (b) to the Depositor, to the extent of any remaining net income. If the net income of the Trust for any month is insufficient for the allocations described in clause (a) above, subsequent net income shall first be allocated to make up such shortfall before being allocated as provided in the preceding sentence. Net losses of the Trust, if any, for any month as determined for federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) shall be allocated to the Depositor to the extent the Depositor has agreed hereunder and under the Sale and Servicing Agreement and the Indenture to bear the economic burden of such net losses, and any remaining net losses shall be allocated among the Certificateholders as of the first Distribution Date following the end of such month in proportion to their ownership of principal amount of Certificates as of the close of business on such Distribution Date. The Depositor is authorized to modify the allocations in this paragraph if necessary or appropriate, in its sole discretion, for the allocations to fairly reflect the economic income, gain or loss to the Depositor or to the Certificateholders, or as otherwise required by the Code.. (Nissan 2005-A Amended & Restated Trust Agreement)

Federal Income Tax Allocations. Net If Certificates are held by more than one Person, (a) amounts paid to Certificateholders pursuant to Section 5.2(a) shall be treated as "guaranteed payments" within the meaning of Section 707(c) of the Code; and (b) to the extent that the characterization provided for in paragraph (a) of this Section 2.11 is not respected, gross ordinary income of the Trust for any such month as determined for federal income tax purposes (and each item of income, gain, credit, loss and or deduction entering into the computation thereof) during which the beneficial ownership interests in the Trust are held by more than one Person shall be allocated: (a) in an amount equal to any amount distributed to the Certificateholders pursuant to the Sale and Servicing Agreement (to the extent not previously allocated pursuant to this clause); and (b) to the Depositor, to the extent of any remaining net income. If thereof, shall be allocated among the net income Certificateholders as of the Trust for any month is insufficient for first Record Date following the allocations described end of such month, in clause (a) above, subsequent net income shall first be allocated proportion to make up such shortfall before being allocated as provided their Certificate Percentage Interests in the preceding sentenceTrust on such date. Net losses of the Trust, if any, for any month as determined for federal income tax purposes (and each item of income, gain, loss loss, credit and deduction entering into the computation thereof) shall be allocated to the Depositor to the extent the Depositor has agreed hereunder and under is reasonably expected as determined by the Sale and Servicing Agreement and the Indenture Servicer to bear the economic burden of such net losses, and any remaining then net losses shall be allocated among the Certificateholders as of the first Distribution Record Date following the end of such month in proportion to their ownership of principal amount of Certificates as of the close of business Certificate Percentage Interests on such Distribution Record Date. The Depositor is authorized to modify the allocations in this paragraph if necessary or appropriate, in its sole discretion, for the allocations to fairly reflect the economic income, gain or loss to the Depositor or to Depositor, the Certificateholders, or as otherwise required by the Code. Notwithstanding anything provided in this Section 2.11, if the Certificates are held solely by the Depositor, the application of this Section 2.11 shall be disregarded.

Federal Income Tax Allocations. Net If Certificates are held by more than one Person, (a) amounts paid to Certificateholders pursuant to Section 5.2 (a) shall be treated as "guaranteed payments" within the meaning of Section 707(c) of the Code; and (b) to the extent that the characterization provided for in paragraph (a) of this Section 2.11 is not respected, gross ordinary income of the Trust for any such month as determined for federal income tax purposes (and each item of income, gain, credit, loss and or deduction entering into the computation thereof) during which the beneficial ownership interests in the Trust are held by more than one Person shall be allocated: (a) in an amount equal to any amount distributed to the Certificateholders pursuant to the Sale and Servicing Agreement (to the extent not previously allocated pursuant to this clause); and (b) to the Depositor, to the extent of any remaining net income. If thereof, shall be allocated among the net income Certificateholders as of the Trust for any month is insufficient for first Record Date following the allocations described end of such month, in clause (a) above, subsequent net income shall first be allocated proportion to make up such shortfall before being allocated as provided their Certificate Percentage Interests in the preceding sentenceTrust on such date. Net losses of the Trust, if any, for any month as determined for federal income tax purposes (and each item of income, gain, loss loss, credit and deduction entering into the computation thereof) shall be allocated to the Depositor to the extent the Depositor has agreed hereunder and under is reasonably expected as determined by the Sale and Servicing Agreement and the Indenture Servicer to bear the economic burden of such net losses, and any remaining then net losses shall be allocated among the Certificateholders as of the first Distribution Record Date following the end of such month in proportion to their ownership of principal amount of Certificates as of the close of business Certificate Percentage Interests on such Distribution Record Date. The Depositor is authorized to modify the allocations in this paragraph if necessary or appropriate, in its sole discretion, for the allocations to fairly reflect the economic income, gain or loss to the Depositor or to Depositor, the Certificateholders, or as otherwise required by the Code. Notwithstanding anything provided in this Section 2.11, if the Certificates are held solely by the Depositor, the application of this Section 2.11 shall be disregarded.

Federal Income Tax Allocations. Net income of the Trust for any month month, as determined for federal Federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) during which the beneficial ownership interests in the Trust are held by more than one Person ), shall be allocated: (a) among the Certificates as of the first Record Date following the end of such month, in proportion to their ownership of principal amount of Trust Certificates on such date, an amount equal of net income up to any the sum of (i) the amount distributed in respect of interest to the Certificateholders pursuant to Section 5.06(c) of the Sale and Servicing Agreement for such month, and (ii) the portion of the market discount on the Home Loans accrued during such month that is allocable to the extent not previously allocated pursuant to this clause)excess, if any, of the initial aggregate principal amount of the Certificates over their initial aggregate issue price; and (b) to the DepositorResidual Interestholders, pro rata, to the extent of any remaining net income. If the net income of the Trust for any month is insufficient for the allocations described in clause (a) above, subsequent net income shall first be allocated to make up such shortfall before being allocated as provided in the preceding sentence. Net losses of the Trust, if any, for any month month, as determined for federal Federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) ), shall be allocated to the Depositor Residual Interestholders to the extent the Depositor has agreed hereunder and under the Sale and Servicing Agreement and the Indenture Residual Interestholders are reasonably expected to bear the economic burden of such net losses, and any remaining net losses shall be allocated among the Certificateholders Certificates as of the first Distribution Record Date following the end of such month in proportion to their ownership of principal amount of Certificates as of the close of business Trust certificates on such Distribution Record Date. The Depositor is authorized Any indebtedness allocated pursuant to modify the allocations in this paragraph if necessary or appropriate, in its sole discretion, for the allocations to fairly reflect the economic income, gain or loss Treasury Regulation ss. 1.752 - 3(a)(3) shall be allocated to the Depositor or to the Certificateholders, or as otherwise required by the CodeResidual Interest.

Federal Income Tax Allocations. Net If the Certificate is held by more than one Person, (a) amounts paid to Certificateholders pursuant to the Sale and Servicing Agreement shall be treated as "guaranteed payments" within the meaning of Section 707(c) of the Code; and (b) to the extent that the characterization provided for in paragraph (a) of this Section 2.12 is not respected, gross ordinary income of the Trust for any such month as determined for federal income tax purposes (and each item of income, gain, credit, loss and or deduction entering into the computation thereof) during which the beneficial ownership interests in the Trust are held by more than one Person shall be allocated: (a) in an amount equal to any amount distributed to the Certificateholders pursuant to the Sale and Servicing Agreement (to the extent not previously allocated pursuant to this clause); and (b) to the Depositor, to the extent of any remaining net income. If thereof, shall be allocated among the net income Certificateholders as of the Trust for any month is insufficient for first Record Date following the allocations described end of such month, in clause (a) above, subsequent net income shall first be allocated proportion to make up such shortfall before being allocated as provided their percentage interest of ownership in the preceding sentenceTrust on such date. Net losses of the Trust, if any, for any month as determined for federal income tax purposes (and each item of income, gain, loss loss, credit and deduction entering into the computation thereof) shall be allocated to the Depositor New South to the extent New South is reasonably expected as determined by the Depositor has agreed hereunder and under the Sale and Servicing Agreement and the Indenture Servicer to bear the economic burden of such net losses, and any remaining then net losses shall be allocated among the Certificateholders as of the first Distribution Record Date following the end of such month in proportion to their percentage interest of ownership of principal amount of Certificates as of in the close of business Trust on such Distribution Record Date. The Depositor New South is authorized to modify the allocations in this paragraph if necessary or appropriate, in its sole discretion, for the allocations to fairly reflect the economic income, gain or loss to the Depositor or to New South, the Certificateholders, or as otherwise required by the Code. Notwithstanding anything provided in this Section 2.12, if the Certificate is held solely by one Person, the application of this Section 2.12 shall be disregarded.

Federal Income Tax Allocations. Net If Certificates are held by more than one Person, (a) amounts paid to Certificateholders pursuant to Section 5.2(a) shall be treated as "guaranteed payments" within the meaning of Section 707(c) of the Code; and (b) to the extent that the characterization provided for in paragraph (a) of this Section is not respected, gross ordinary income of the Trust Issuer for any such month as determined for federal income tax purposes (and each item of income, gain, credit, loss and or deduction entering into the computation thereof) during which the beneficial ownership interests in the Trust are held by more than one Person shall be allocated: (a) in an amount equal to any amount distributed to the Certificateholders pursuant to the Sale and Servicing Agreement (to the extent not previously allocated pursuant to this clause); and (b) to the Depositor, to the extent of any remaining net income. If thereof, shall be allocated among the net income Certificateholders as of the Trust for any month is insufficient for first Record Date following the allocations described end of such month, in clause (a) above, subsequent net income shall first be allocated proportion to make up their Certificate Percentage Interests in Issuer on such shortfall before being allocated as provided in the preceding sentencedate. Net losses of the TrustIssuer, if any, for any month as determined for federal income tax purposes (and each item of income, gain, loss loss, credit and deduction entering into the computation thereof) shall be allocated to the Depositor to the extent the Depositor has agreed hereunder and under the Sale and Servicing Agreement and the Indenture is reasonably expected as determined by Servicer to bear the economic burden of such net losses, and any remaining then net losses shall be allocated among the Certificateholders as of the first Distribution Record Date following the end of such month in proportion to their ownership of principal amount of Certificates as of the close of business Certificate Percentage Interests on such Distribution Record Date. The Depositor is authorized to modify the allocations in this paragraph if necessary or appropriate, in its sole discretion, for the allocations to fairly reflect the economic income, gain or loss to the Depositor or to Depositor, the Certificateholders, or as otherwise required by the Code. Notwithstanding anything provided in this Section 2.11, if the Certificates are held solely by the Depositor, the application of this Section 2.11 shall be disregarded.

Federal Income Tax Allocations. Net In the event that the Trust is treated as a partnership for Federal income tax purposes, net income of the Trust for any month as determined for federal Federal income tax purposes (and each item of income, gain, loss loss, credit and deduction entering into the computation thereof) during which the beneficial ownership interests in the Trust are held by more than one Person shall be allocated: (a) in an amount equal to any amount distributed to the Certificateholders pursuant to the Sale and Servicing Agreement (to the extent not previously allocated pursuant of available net income, among the Residual Certificateholders and the Holders of any other securities treated as equity in the partnership as of the first Record Date following the end of such month, in proportion to this clause)their ownership of principal amount of Residual Certificates and any such securities on such date; and (b) to the DepositorSponsor, to the extent of any remaining net income. If the net income of the Trust for any month is insufficient for the allocations described in clause (a) above, subsequent net income shall first be allocated to make up such shortfall before being allocated as provided in the preceding sentenceclause (b). Net losses of the Trust, if any, for any month as determined for federal Federal income tax purposes (and each item of income, gain, loss loss, credit and deduction entering into the computation thereof) shall be allocated to among the Depositor to the extent the Depositor has agreed hereunder and under the Sale and Servicing Agreement Residual Certificateholders and the Indenture to bear Holders of any other securities treated as equity in the economic burden of such net losses, and any remaining net losses shall be allocated among the Certificateholders partnership as of the first Distribution Record Date following the end of such month in proportion to their ownership percentage of principal amount of Residual Certificates as and any such securities, respectively, on such Record Date until the principal balance of the close of business on Residual Certificates and any such Distribution Datesecurities is reduced to zero. The Depositor Sponsor is authorized to modify the allocations in this paragraph if necessary or appropriate, in its sole discretion, for the allocations to fairly reflect the economic income, gain or loss to the Depositor or to Residual Certificateholders and the CertificateholdersHolders of any other securities treated as equity in the partnership, or as otherwise required by the Code.

Federal Income Tax Allocations. Net income of the Trust Issuer for any month as determined for federal Federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) during which the beneficial ownership interests in the Trust are held by more than one Person shall be allocated: (a) in an amount equal to any amount distributed to the Certificateholders pursuant to the Sale and Servicing Agreement (to the extent not previously allocated pursuant to this clause); and; (b) and to the Depositor, to the extent of any remaining net income. If the net income of the Trust Issuer for any month is insufficient for the allocations described in clause (a) above, subsequent net income shall first be allocated to make up such shortfall before being allocated as provided in the preceding sentence. Net losses of the TrustIssuer, if any, for any month as determined for federal Federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) shall be allocated to the Depositor to the extent the Depositor has agreed hereunder and under the Sale and Servicing Agreement and the Indenture to bear the economic burden of such net losses, and any remaining net losses shall be allocated among the Certificateholders as of the first Distribution Payment Date following the end of such month in proportion to their ownership of principal amount of Certificates as of the close of business on such Distribution Payment Date. The Depositor is authorized to modify the allocations in this paragraph if necessary or appropriate, in its sole discretion, for the allocations to fairly reflect the economic income, gain or loss to the Depositor or to the Certificateholders, or as otherwise required by the Code.. ARTICLE THREE

Federal Income Tax Allocations. Net income of the Trust for any month as determined for federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) during which the beneficial ownership interests in the Trust are held by more than one Person shall be allocated: (a) in an amount equal to any amount distributed to the Certificateholders pursuant to the Sale and Servicing Agreement (to the extent not previously allocated pursuant to this clause); and (b) to the Depositor, to the extent of any remaining net income. If the net income of the Trust for any month is insufficient for the allocations described in clause (a) above, subsequent net income shall first be allocated to make up such shortfall before being allocated as provided in the preceding sentence. Net losses of the Trust, if any, for any month as determined for federal income tax purposes (and each item of income, gain, loss and deduction entering into the computation thereof) shall be allocated to the Depositor to the extent the 8 (Nissan 2006-A Depositor has agreed hereunder and under the Sale and Servicing Agreement and the Indenture to bear the economic burden of such net losses, and any remaining net losses shall be allocated among the Certificateholders as of the first Distribution Date following the end of such month in proportion to their ownership of principal amount of Certificates as of the close of business on such Distribution Date. The Depositor is authorized to modify the allocations in this paragraph if necessary or appropriate, in its sole discretion, for the allocations to fairly reflect the economic income, gain or loss to the Depositor or to the Certificateholders, or as otherwise required by the Code.