Common use of Full Amortization Period; Target Amortization Events Clause in Contracts

Full Amortization Period; Target Amortization Events. Upon the occurrence of an Event of Default, the Revolving Period or Target Amortization Period for all Classes and Series of the Notes shall automatically terminate and the Full Amortization Period for all Outstanding Notes shall commence without further action on the part of any Person, unless, together, the Majority Noteholders of all Outstanding Notes that are not Variable Funding Notes and the Series Required Noteholders for each Series of Variable Funding Notes that are Outstanding, plus the Administrative Agent, notify the Indenture Trustee that they have waived the occurrence of such Event of Default and consent to the continuation of the Revolving Period or Target Amortization Period, as the case may be, for each Outstanding Series that is still in its Revolving Period or Target Amortization Period; provided, however, an Event of Default under clause 8.1(c), (g)(i) or (k) shall not occur and the Full Amortization Period shall not commence until the earlier of: (A) (I) in the case of clause (k), the 60th day from the delivery of a report from the Administrator or the Servicer demonstrating non-compliance with the Collateral Test (in any case, so long as the Collateral Test remains out of compliance on such 60th day), (II) in the case of clause (c), the 60th day following the occurrence thereof (in any case, so long as such Event of Default remains continuing on such 60th day) or (III) in the case of clause (g)(i), the 30th day following the occurrence thereof (in any case, so long as such Event of Default remains continuing on such 30th day), and (B) the day on which any of the Administrative Agent, the Majority Noteholders of all Outstanding Notes that are not Variable Funding Notes or the Series Required Noteholders for any Series of Variable Funding Notes that are Outstanding have provided notice thereof to the Indenture Trustee stating that, because of such event, the Full Amortization Period shall commence. For the avoidance of doubt, the obligation of the Issuer to pay or reserve any Default Supplemental Fee or Cumulative Default Supplemental Fee Shortfall Amounts shall begin only upon the occurrence of an Event of Default and commencement of the Full Amortization Period as described in Section 4.12. Upon the occurrence of a Target Amortization Event with respect to a Class or Series, unless otherwise provided in the Indenture Supplement, the related Target Amortization Period shall be deemed to commence when the Administrator or the Administrative Agent has provided written notice thereof to the Indenture Trustee stating that the Notes of such Class or Series shall enter their Target Amortization Periods and as a result shall be paid principal in Target Amortization Amounts under Section 4.5(a)(1)(v) on subsequent Payment Dates, unless the requisite parties pursuant to the Indenture Supplement related to that Series notify the Indenture Trustee that they have waived the occurrence of such Target Amortization Event and consent to the continuation of the Revolving Periods (in the case of any Notes still in their Revolving Periods prior to the occurrence of such Target Amortization Event); provided that no Series of VFNs may continue its Revolving Period unless all outstanding Series of VFNs consent to continuation of their Revolving Periods; provided further that if a Target Amortization Event occurs under a Series of Variable Funding Notes and is also a Target Amortization Event under a Series of Term Notes that can become effective upon written notice to the Indenture Trustee from the Administrative Agent, and if such Administrative Agent does not waive the corresponding Target Amortization Event under such Series of Variable Funding Notes, it shall send written notice to the Indenture Trustee to commence any related Target Amortization Event under such Series of Term Notes; provided further that if the Administrative Agent waives a Target Amortization Event under a Series of Variable Funding Notes, it will take no action with respect to the related Target Amortization Event under any Series of Term Notes that contain a similar Target Amortization Event that requires affirmative action to commence, and any such Target Amortization Event will only commence upon an affirmative vote of the Series Required Noteholders for such Series of Term Notes. The Administrator shall notify the Indenture Trustee and the Administrative Agent immediately upon its becoming aware of the occurrence of any Event of Default or Target Amortization Event (including notice of an event described in the definition of Target Amortization Event that only occurs upon an affirmative vote of either the Administrative Agent or the Series Required Noteholders). The Administrative Agent shall use commercially reasonable efforts to notify the Indenture Trustee and each Derivative Counterparty (as applicable in the case of any Target Amortization Event, with respect to the related Series of Notes) promptly upon becoming aware of the occurrence of any Event of Default or Target Amortization Event. For the avoidance of doubt, the obligation for the Issuer to pay or reserve any Default Supplemental Fee or Cumulative Default Supplemental Fee Shortfall Amounts shall begin only upon the commencement of the Full Amortization Period as described in Section 4.12.

Full Amortization Period; Target Amortization Events. Upon the occurrence of an Event of Default, the Revolving Period or Target Amortization Period for all Classes and Series of the Notes shall automatically terminate and the Full Amortization Period for all Outstanding Notes shall commence without further action on the part of any Person, unless, together, the Majority Noteholders of all Outstanding Notes that are not Variable Funding Notes and the Series Required Noteholders for each Series of Variable Funding Notes that are Outstanding, plus the Administrative Agent, Outstanding notify the Indenture Trustee that they have waived the occurrence of such Event of Default and consent to the continuation of the Revolving Period or Target Amortization Period, as the case may be, for each Outstanding Series that is still in its Revolving Period or Target Amortization Period; provided, however, an that any Event of Default under clause 8.1(c), (g)(idescribed in Section 8.1(h) or (kj) hereto shall not occur and the Full Amortization Period shall not commence be deemed to have “occurred” until the earlier of: (A) (I) in the case of clause (k), the 60th day from the delivery of a report from the Administrator or the Servicer demonstrating non-compliance with the Collateral Test (in any case, so long as the Collateral Test remains out of compliance on such 60th day), (II) in the case of clause (c), the 60th day following the occurrence thereof (in any case, so long as such Event of Default remains continuing on such 60th day) or (III) in the case of clause (g)(i), the 30th day following the occurrence thereof (in any case, so long as such Event of Default remains continuing on such 30th day), and (B) the day on which any of the 91 Administrative Agent, the Majority Noteholders of all Outstanding Notes that are not Variable Funding Notes or the Series Required Noteholders for any Series of Variable Funding Notes that are Outstanding have Agent has provided notice thereof to the Indenture Trustee stating thatTrustee, because of such event, the Full Amortization Period shall commence. For the avoidance of doubt, the obligation or a Responsible Officer of the Issuer to pay or reserve any Default Supplemental Fee or Cumulative Default Supplemental Fee Shortfall Amounts Indenture Trustee shall begin only upon the occurrence of an Event of Default and commencement of the Full Amortization Period as described in Section 4.12have obtained actual knowledge thereof. Upon the occurrence of a Target Amortization Event with respect to a Class or Series, unless otherwise provided in the Indenture Supplement, the related Target Amortization Period shall be deemed to commence when the Administrator or the Administrative Agent has provided written notice thereof to the Indenture Trustee, or a Responsible Officer of the Indenture Trustee stating that shall have obtained actual knowledge thereof but upon such notice or knowledge, the Notes of such Class or Series shall enter their Target Amortization Periods and as a result shall be paid principal in Target Amortization Amounts under Section 4.5(a)(1)(v) on subsequent Payment Dates, unless the requisite parties pursuant to the Indenture Supplement related to that Series notify the Indenture Trustee that they have waived the occurrence of such Target Amortization Event and consent to the continuation of the Revolving Periods (in the case of any Notes still in their Revolving Periods prior to the occurrence of such Target Amortization Event); provided that no Series of VFNs may continue its Revolving Period unless all outstanding Outstanding Series of VFNs consent to continuation of their Revolving Periods; provided further that if a Target Amortization Event occurs under a Series of Variable Funding Notes and is also a Target Amortization Event under a Series of Term Notes that can become effective upon written notice to the Indenture Trustee from the Administrative Agent, and if such Administrative Agent does not waive the corresponding Target Amortization Event under such Series of Variable Funding Notes, it shall send written notice to the Indenture Trustee to commence any related Target Amortization Event under such Series of Term Notes; provided further that if the Administrative Agent waives a Target Amortization Event under a Series of Variable Funding Notes, it will take no action with respect to the related Target Amortization Event under any Series of Term Notes that contain a similar Target Amortization Event that requires affirmative action to commence, and any such Target Amortization Event will only commence upon an affirmative vote of the Series Required Noteholders for such Series of Term Notes. The Administrator shall notify the Indenture Trustee and the Administrative Agent immediately upon its becoming aware of the occurrence of any Event of Default (as well as the occurrence of an event described in (h) or Target Amortization (j) of the definition of “Events of Default” that will become an Event (including of Default upon notice of such event to the Indenture Trustee) or the occurrence of an event described in the definition of “Target Amortization Event” in the related Indenture Supplement that will become a Target Amortization Event that only occurs upon an affirmative vote notice of such event by either the Administrative Agent or the Administrator, or, if applicable, any of its affiliates or by the Indenture Trustee or the related Noteholders of such Series and/or affirmative vote by the Series Required Noteholders), as well as the occurrence of any Target Amortization Event. The Administrative Agent shall use commercially reasonable efforts to notify the Indenture Trustee and each Derivative Counterparty (as applicable in the case of any Target Amortization Event, with respect to the related Series of Notes) promptly upon becoming aware of the occurrence of any Event of Default or Target Amortization Event. For the avoidance of doubt, the obligation for the Issuer to pay or reserve any Default Supplemental Fee or Cumulative Default Supplemental Fee Shortfall Amounts shall begin only upon the commencement of the Full Amortization Period as described in this Section 4.12.

Full Amortization Period; Target Amortization Events. Upon the occurrence of an Event of Default, the Revolving Period or Target Amortization Period for all Classes and Series of the Notes shall automatically terminate and the Full Amortization Period for all Outstanding Notes shall commence without further action on the part of any Person, unless, together, the Majority Noteholders of all Outstanding Notes that are not Variable Funding Notes and the Series Required Noteholders for each Series of Variable Funding Notes that are Outstanding, plus the Administrative Agent, notify the Indenture Trustee that they have waived the occurrence of such Event of Default and consent to the continuation of the Revolving Period or Target Amortization Period, as the case may be, for each Outstanding Series that is still in its Revolving Period or Target Amortization Period; provided, however, an Event of Default under clause 8.1(c), (g)(i) or (k) shall not occur and the Full Amortization Period shall not commence until the earlier of: (A) (I) in the case of clause (k), the 60th day from the delivery of a report from the Administrator or the applicable Servicer demonstrating non-compliance with the Collateral Test (in any case, so long as the Collateral Test remains out of compliance on such 60th day), (II) in the case of clause (c), the 60th day following the occurrence thereof (in any case, so long as such Event of Default remains continuing on such 60th day) or (III) in the case of clause (g)(i), the 30th day following the occurrence thereof (in any case, so long as such Event of Default remains continuing on such 30th day), and (B) the day on which any of the Administrative Agent, the Majority Noteholders of all Outstanding Notes that are not Variable Funding Notes or the Series Required Noteholders for any Series of Variable Funding Notes that are Outstanding have provided notice thereof to the Indenture Trustee stating that, because of such event, the Full Amortization Period shall commence. For the avoidance of doubt, the obligation of the Issuer to pay or reserve any Default Supplemental Fee or Cumulative Default Supplemental Fee Shortfall Amounts shall begin only upon the occurrence of an Event of Default and commencement of the Full Amortization Period as described in Section 4.12. 110 Upon the occurrence of a Target Amortization Event with respect to a Class or Series, unless otherwise provided in the Indenture Supplement, the related Target Amortization Period shall be deemed to commence when the Administrator or the Administrative Agent has provided written notice thereof to the Indenture Trustee stating that the Notes of such Class or Series shall enter their Target Amortization Periods and as a result shall be paid principal in Target Amortization Amounts under Section 4.5(a)(1)(v) on subsequent Payment Dates, unless the requisite parties pursuant to the Indenture Supplement related to that Series notify the Indenture Trustee that they have waived the occurrence of such Target Amortization Event and consent to the continuation of the Revolving Periods (in the case of any Notes still in their Revolving Periods prior to the occurrence of such Target Amortization Event); provided that no Series of VFNs may continue its Revolving Period unless all outstanding Series of VFNs consent to continuation of their Revolving Periods; provided further that if a Target Amortization Event occurs under a Series of Variable Funding Notes and is also a Target Amortization Event under a Series of Term Notes that can become effective upon written notice to the Indenture Trustee from the Administrative Agent, and if such Administrative Agent does not waive the corresponding Target Amortization Event under such Series of Variable Funding Notes, it shall send written notice to the Indenture Trustee to commence any related Target Amortization Event under such Series of Term Notes; provided further that if the Administrative Agent waives a Target Amortization Event under a Series of Variable Funding Notes, it will take no action with respect to the related Target Amortization Event under any Series of Term Notes that contain a similar Target Amortization Event that requires affirmative action to commence, and any such Target Amortization Event will only commence upon an affirmative vote of the Series Required Noteholders for such Series of Term Notes. The Administrator shall notify the Indenture Trustee and the Administrative Agent immediately upon its becoming aware of the occurrence of any Event of Default or Target Amortization Event (including notice of an event described in the definition of Target Amortization Event that only occurs upon an affirmative vote of either the Administrative Agent or the Series Required Noteholders). The Administrative Agent shall use commercially reasonable efforts to notify the Indenture Trustee and each Derivative Counterparty (as applicable in the case of any Target Amortization Event, with respect to the related Series of Notes) promptly upon becoming aware of the occurrence of any Event of Default or Target Amortization Event. For the avoidance of doubt, the obligation for the Issuer to pay or reserve any Default Supplemental Fee or Cumulative Default Supplemental Fee Shortfall Amounts shall begin only upon the commencement of the Full Amortization Period as described in Section 4.12.

Full Amortization Period; Target Amortization Events. Upon the occurrence of an Event of Default, the Revolving Period or Target Amortization Period for all Classes and Series of the Notes shall automatically terminate and the Full Amortization Period for all Outstanding Notes shall commence without further action on the part of any Person, unless, together, the Majority Noteholders of all Outstanding Notes that are not Variable Funding Notes and the Series Required Noteholders for each Series of Variable Funding Notes that are Outstanding, plus the Administrative Agent, Outstanding notify the Indenture Trustee that they have waived the occurrence of such Event of Default and consent to the continuation of the Revolving Period or Target Amortization Period, as the case may be, for each Outstanding Series that is still in its Revolving Period or Target Amortization Period; provided, however, an that any Event of Default under clause 8.1(c), (g)(idescribed in Section 8.1(h) or (kj) hereto shall not occur and the Full Amortization Period shall not commence be deemed to have “occurred” until the earlier of: (A) (I) in the case of clause (k), the 60th day from the delivery of a report from the Administrator or the Servicer demonstrating non-compliance with the Collateral Test (in any case, so long as the Collateral Test remains out of compliance on such 60th day), (II) in the case of clause (c), the 60th day following the occurrence thereof (in any case, so long as such Event of Default remains continuing on such 60th day) or (III) in the case of clause (g)(i), the 30th day following the occurrence thereof (in any case, so long as such Event of Default remains continuing on such 30th day), and (B) the day on which any of the 84 Administrative Agent, the Majority Noteholders of all Outstanding Notes that are not Variable Funding Notes or the Series Required Noteholders for any Series of Variable Funding Notes that are Outstanding have Agent has provided notice thereof to the Indenture Trustee stating thatTrustee, because of such event, the Full Amortization Period shall commence. For the avoidance of doubt, the obligation or a Responsible Officer of the Issuer to pay or reserve any Default Supplemental Fee or Cumulative Default Supplemental Fee Shortfall Amounts Indenture Trustee shall begin only upon the occurrence of an Event of Default and commencement of the Full Amortization Period as described in Section 4.12have obtained actual knowledge thereof. Upon the occurrence of a Target Amortization Event with respect to a Class or Series, unless otherwise provided in the Indenture Supplement, the related Target Amortization Period shall be deemed to commence when the Administrator or the Administrative Agent has provided written notice thereof to the Indenture Trustee, or a Responsible Officer of the Indenture Trustee stating that shall have obtained actual knowledge thereof but upon such notice or knowledge, the Notes of such Class or Series shall enter their Target Amortization Periods and as a result shall be paid principal in Target Amortization Amounts under Section 4.5(a)(1)(v) on subsequent Payment Dates, unless the requisite parties pursuant to the Indenture Supplement related to that Series notify the Indenture Trustee that they have waived the occurrence of such Target Amortization Event and consent to the continuation of the Revolving Periods (in the case of any Notes still in their Revolving Periods prior to the occurrence of such Target Amortization Event); provided that no Series of VFNs may continue its Revolving Period unless all outstanding Outstanding Series of VFNs consent to continuation of their Revolving Periods; provided further that if a Target Amortization Event occurs under a Series of Variable Funding Notes and is also a Target Amortization Event under a Series of Term Notes that can become effective upon written notice to the Indenture Trustee from the Administrative Agent, and if such Administrative Agent does not waive the corresponding Target Amortization Event under such Series of Variable Funding Notes, it shall send written notice to the Indenture Trustee to commence any related Target Amortization Event under such Series of Term Notes; provided further that if the Administrative Agent waives a Target Amortization Event under a Series of Variable Funding Notes, it will take no action with respect to the related Target Amortization Event under any Series of Term Notes that contain a similar Target Amortization Event that requires affirmative action to commence, and any such Target Amortization Event will only commence upon an affirmative vote of the Series Required Noteholders for such Series of Term Notes. The Administrator shall notify the Indenture Trustee and the Administrative Agent immediately upon its becoming aware of the occurrence of any Event of Default (as well as the occurrence of an event described in (h) or Target Amortization (j) of the definition of “Events of Default” that will become an Event (including of Default upon notice of such event to the Indenture Trustee) or the occurrence of an event described in the definition of “Target Amortization Event” in the related Indenture Supplement that will become a Target Amortization Event that only occurs upon an affirmative vote notice of such event by either the Administrative Agent or the Administrator, or, if applicable, any of its affiliates or by the Indenture Trustee or the related Noteholders of such Series and/or affirmative vote by the Series Required Noteholders), as well as the occurrence of any Target Amortization Event. The Administrative Agent shall use commercially reasonable efforts to notify the Indenture Trustee and each Derivative Counterparty (as applicable in the case of any Target Amortization Event, with respect to the related Series of Notes) promptly upon becoming aware of the occurrence of any Event of Default or Target Amortization Event. For the avoidance of doubt, the obligation for the Issuer to pay or reserve any Default Supplemental Fee or Cumulative Default Supplemental Fee Shortfall Amounts shall begin only upon the commencement of the Full Amortization Period as described in this Section 4.12.