Common use of Fundings Clause in Contracts

Fundings. (a) Subject to satisfaction of the conditions precedent set forth in Sections 2.11 or 2.12 hereof, as applicable, and Eligible Receivables being available to be acquired pursuant to the Contribution Agreement, during the Funding Period the Issuer may, at its sole option, from time to time request that the Noteholders advance on any Funding Date additional amounts (such amounts, the "Additional Note Principal Balance"), and the Noteholders which are making such advances shall remit the Additional Note Principal Balance in accordance with the terms of the Note Purchase Agreement. Each Noteholder shall record, on the schedule attached to such Noteholder's Note, the date and amount of any Additional Note Principal Balance advanced by it, and each repayment thereof; provided that failure to make such recordation on such schedule or any error in such schedule shall not adversely affect any Noteholder's rights with respect to its Note Principal Balance and its right to receive interest payments in respect of the Note Principal Balance held by such Noteholder. The Indenture Trustee shall keep a written record of the Note Principal Balance, which amount is to be provided by the Servicer in its Monthly Servicer Report of each Note. Absent manifest error, the Note Principal Balance of each Note as set forth in the Noteholder's records shall be binding upon all applicable parties, notwithstanding any other records; provided that failure by any the Indenture Trustee to make such recordation on such Noteholder's records shall not adversely affect any Noteholder's rights with respect to its Note Principal Balance and its right to receive interest payments in respect of the Note Principal Balance held by such Noteholder. (b) The aggregate of the Receivable Balances for a Pool of Receivables (and the Aggregate Receivable Balance, including such Pool of Receivables) shall be determined by the Servicer on behalf of the Issuer and shall be reflected in the Funding Certificate with respect to Receivables identified on the related Schedule of Receivables attached to the Funding Certificate for such Funding. Each Pool shall become subject to this Indenture. (c) The Issuer shall acquire funds in an amount not to exceed the Receivables Advance Amount on the Initial Funding Date or any subsequent Funding Date throughout the Funding Period from the Noteholders, upon the request of the Issuer, and the making of advances by the Noteholders of Additional Note Principal Balances in accordance with the Note Purchase Agreement in an amount equal to or greater than $1,000,000 (or such lesser amount agreed to between the Issuer and the Agent from time to time); provided, however, that the conditions in Section 2.12 are satisfied and that after such Funding the Note Principal Balance shall not be greater than the Maximum Outstanding Note Amount.

Fundings. (a) On the terms and subject to the conditions set forth in the Indenture (including but not limited to the Delayed Draw Date mechanics) and this Agreement, and in reliance on the covenants, representations and agreements set forth herein and therein, from time to time during the Revolving Period for the Purchased Note, the Administrator, on behalf of the Issuer, shall deliver to a Noteholder a VFN Note Balance Adjustment Request pursuant to Section 4.3(b) of the Indenture, requesting one or more fundings in respect of a VFN Principal Balance increase from the Holder(s) of the Purchased Note. Subject to the satisfaction of the Funding Conditions and the other terms and conditions set forth in this Agreement and in the Indenture, the Purchaser (so long as it is a Holder of all or a part of the Purchased Note) and any assignee who becomes a Holder of all or a part of the Purchased Note agrees to make each requested funding on the Funding Date for which it is requested in an amount equal to the product of (1) the aggregate amount of fundings requested by the Administrator, on behalf of the Issuer, for such Funding Date from the Holder(s) of the Purchased Note (to the extent such requested amount, if funded, would not cause the aggregate Note Balance of the Purchased Note to exceed its Maximum VFN Principal Balance), and (2) the percentage of the aggregate Note Balance of the Purchased Note held by such Holder. (b) The Administrator, on behalf of the Issuer shall give notice to the Indenture Trustee and to each Holder of the Purchased Note of each request to fund a VFN Principal Balance increase with respect to such Purchased Note and of the amount of each Holder’s allocable portion thereof, no later than 3:00 p.m. New York City time two Business Days prior to any Interim Payment Date or Payment Date. (c) Subject to the provisions of the Indenture and this Agreement, each Holder of the Purchased Note shall, by 12:00 p.m. New York City time on the proposed Funding Date of such VFN Principal Balance increase, remit to the Indenture Trustee via wire transfer pursuant to the wiring instructions set forth below, in immediately available funds, such Holder’s allocable portion of such VFN Principal Balance increase. Citibank, N.A. Acct Name: [**************************] ABA # [***********] Account Number: [********] (d) After the Indenture Trustee’s receipt of such funds pursuant to Section 3(c), and upon satisfaction of the conditions precedent set forth in Sections 2.11 or 2.12 hereofSection 3(e) below, as applicable, and Eligible Receivables being the Indenture Trustee shall make such funds available to be acquired pursuant to the Contribution Agreement, during the Funding Period the Issuer may, at its sole option, from time to time request that the Noteholders advance on any Funding Date additional amounts (such amounts, the "Additional Note Principal Balance"), and the Noteholders which are making such advances shall remit the Additional Note Principal Balance in accordance with the terms Section 4.3 of the Note Purchase Agreement. Each Noteholder shall recordIndenture. (e) Notwithstanding anything to the contrary contained in this Agreement or in the Indenture, on the schedule attached to such Noteholder's Note, the date and amount each funding of any Additional Note a VFN Principal Balance advanced by it, increase pursuant to this Section 3 and each repayment thereof; provided that failure to make such recordation on such schedule or any error in such schedule shall not adversely affect any Noteholder's rights with respect to its Note Principal Balance and its right to receive interest payments in respect Section 4.3 of the Note Principal Balance held by such Noteholder. The Indenture Trustee shall keep a written record of be subject to the Note Principal Balance, which amount is to be provided by the Servicer in its Monthly Servicer Report of each Note. Absent manifest error, the Note Principal Balance of each Note as conditions precedent that all Funding Conditions set forth in the Noteholder's records Indenture shall be binding upon all applicable partiessatisfied. (f) No later than two Business Days prior to the Determination Date for the Payment Date following each Interest Accrual Period, notwithstanding any other records; provided that failure by any the Administrative Agent shall report to the Issuer, the Indenture Trustee to make such recordation on such Noteholder's records shall not adversely affect any Noteholder's rights with respect to its Note Principal Balance and its right to receive interest payments in respect of the Servicer, the Note Principal Balance held by such Noteholder. Interest Rate in effect for the related Interest Accrual Period, which Note Interest Rate may, if the Cost of Funds Rate is determined pursuant to clause (b) The aggregate of the Receivable Balances for a Pool definition of Receivables (and the Aggregate Receivable Balance, including such Pool Cost of Receivables) shall be determined by the Servicer on behalf of the Issuer and shall be reflected Funds Rate in the Funding Certificate with respect to Receivables identified on Indenture Supplement, contain an estimate for the related Schedule remainder of Receivables attached to such Interest Accrual Period; it being understood that any overpayment or underpayment resulting from such estimate will be accounted for in the Funding Certificate for such Funding. Each Pool shall become subject to this Indenturefollowing Interest Accrual Period. (c) The Issuer shall acquire funds in an amount not to exceed the Receivables Advance Amount on the Initial Funding Date or any subsequent Funding Date throughout the Funding Period from the Noteholders, upon the request of the Issuer, and the making of advances by the Noteholders of Additional Note Principal Balances in accordance with the Note Purchase Agreement in an amount equal to or greater than $1,000,000 (or such lesser amount agreed to between the Issuer and the Agent from time to time); provided, however, that the conditions in Section 2.12 are satisfied and that after such Funding the Note Principal Balance shall not be greater than the Maximum Outstanding Note Amount.

Fundings. (a) Subject to satisfaction Each initial Noteholder, by its execution of a Purchase Agreement and acceptance of a Note, has agreed, and each subsequent Noteholder, by its execution of a Transferee Certificate and acceptance of a Note, shall have agreed, on the terms and conditions precedent set forth herein and in Sections 2.11 the related Purchase Agreement or 2.12 hereof, Transferee Certificate as applicable, and Eligible Receivables being available to be acquired pursuant make Fundings to the Contribution Agreement, during Issuer in the Funding Period the Amount requested by Issuer may, at its sole option, from time to time request that the Noteholders advance on any each Funding Date additional amounts (such amounts, the "Additional Note Principal Balance"), and the Noteholders which are making such advances shall remit the Additional Note Principal Balance in accordance with the terms of the Note Purchase this Agreement. Each Funding Date after the first Funding Date must be the first day of a Note Rate Period unless otherwise agreed by the Noteholders. On the initial Funding Date, the Noteholders agree to make a Funding in an amount equal to the Initial Note Balance. The Noteholders shall not in any event be obligated to make any Funding to the extent it is less than the Funding Date Minimum Amount. Notwithstanding anything to the contrary in this Agreement, each Noteholder which signs a Purchase Agreement shall recordremain obligated to make all Fundings, upon compliance by Issuer with all conditions to such Funding, whether or not such Noteholder sells all or any portion of the Notes to a subsequent Noteholder, and whether or not such subsequent Noteholder assumes an obligation to make all or a portion of the Fundings; provided, however, that Issuer shall have not unreasonably withhold its consent to release any selling Noteholder from its obligation to make Fundings. (b) The Notes shall be issued in an aggregate principal amount equal to the Maximum Facility Amount although the Note Balance may at any time be zero or an amount less than the Maximum Facility Amount. The Noteholders may endorse on the schedule a schedule, which shall be attached to such Noteholder's each Note, or record on their internal records, the date and amount of any Additional Note Principal Balance advanced each Funding made by it, such Noteholder and the amount of each repayment thereof; provided that failure payment of principal made by the Issuer with respect to such Note. The Noteholders are authorized and directed by the Issuer to make such recordation on such schedule endorsements or any error in such schedule shall not adversely affect any Noteholder's rights with respect to its Note Principal Balance and its right to receive interest payments in respect of the Note Principal Balance held by such Noteholder. The Indenture Trustee shall keep a written record of the Note Principal Balance, which amount is to be provided by the Servicer in its Monthly Servicer Report of records but each Note. Absent manifest error, the Note Principal Balance of each Note as set forth in the Noteholder's records shall be binding upon all applicable partieseffective only if such records are in agreement with the Note Register maintained by the Note Registrar, notwithstanding any other records; provided that failure absent manifest error in such Note Register. Failure by any the Indenture Trustee Noteholder to make make, or an error by any Noteholder in making, such recordation on such Noteholder's records shall not adversely affect any Noteholder's rights endorsement or record with respect to its Note Principal Balance and its right to receive interest any Funding or principal payments in respect shall not limit or otherwise affect the obligations of the Note Principal Balance held by such Noteholder. (b) The aggregate of the Receivable Balances for a Pool of Receivables (and the Aggregate Receivable Balance, including such Pool of Receivables) shall be determined by the Servicer on behalf of the Issuer and shall be reflected in the Funding Certificate with respect to Receivables identified on the related Schedule of Receivables attached to the Funding Certificate for such Funding. Each Pool shall become subject to this Indentureany party hereunder or under any Note. (c) Each Noteholder shall remit its pro rata share of the Funding Amount specified in the Schedule of Receivables (as described in Section 5.11) by wire transfer in immediately available funds to the wire transfer address specified in the Schedule of Receivables by 3:00 p.m. on the related Funding Date subject to the terms hereof and of each Purchase Agreement. Each Noteholder's pro rata share of a Funding shall be determined by multiplying the relevant Funding Amount by a fraction, the numerator of which shall be equal to the Maximum Principal Amount of such Noteholder's Note, as indicated on the face of such Note, and the denominator of which shall be equal to the Maximum Facility Amount. (d) The Issuer failure of any Noteholder to remit its pro rata share of any Funding Amount on any Funding Date shall acquire funds in an amount not relieve any other Noteholder of its obligation to exceed the Receivables Advance remit its pro rata share of a Funding Amount on the Initial related Funding Date Date. Any non-defaulting Noteholder may, but is not required to, fund all or any subsequent Funding Date throughout a portion of the Funding Period from the Noteholders, upon the request of the Issuer, and the making of advances Amount not funded by the Noteholders of Additional Note Principal Balances in accordance with the Note Purchase Agreement in an amount equal to or greater than $1,000,000 (or such lesser amount agreed to between the Issuer and the Agent from time to time); provided, however, that the conditions in Section 2.12 are satisfied and that after such Funding the Note Principal Balance shall not be greater than the Maximum Outstanding Note Amount.defaulting

Fundings. (a) Subject to satisfaction of the conditions precedent set forth in Sections 2.11 or 2.12 hereof, as applicable, and Eligible Receivables being available to be acquired pursuant to the Contribution Agreement, during the Funding Period the Issuer may, at its sole option, from time to time request that the Noteholders advance on any Funding Date additional amounts (such amounts, the "“Additional Note Principal Balance"”), and the Noteholders which are making such advances shall remit the Additional Note Principal Balance in accordance with the terms of the Note Purchase Agreement. Each Noteholder shall record, on the schedule attached to such Noteholder's ’s Note, the date and amount of any Additional Note Principal Balance advanced by it, and each repayment thereof; provided that failure to make such recordation on such schedule or any error in such schedule shall not adversely affect any Noteholder's ’s rights with respect to its Note Principal Balance and its right to receive interest payments in respect of the Note Principal Balance held by such Noteholder. The Indenture Trustee shall keep a written record of the Note Principal Balance, which amount is to be provided by the Servicer in its Monthly Servicer Report of each Note. Absent manifest error, the Note Principal Balance of each Note as set forth in the Noteholder's ’s records shall be binding upon all applicable parties, notwithstanding any other records; provided that failure by any the Indenture Trustee to make such recordation on such Noteholder's ’s records shall not adversely affect any Noteholder's ’s rights with respect to its Note Principal Balance and its right to receive interest payments in respect of the Note Principal Balance held by such Noteholder. (b) The aggregate of the Receivable Balances for a Pool of Receivables (and the Aggregate Receivable Balance, including such Pool of Receivables) shall be determined by the Servicer on behalf of the Issuer and shall be reflected in the Funding Certificate with respect to Receivables identified on the related Schedule of Receivables attached to the Funding Certificate for such Funding. Each Pool shall become subject to this Indenture. (c) The Issuer shall acquire funds in an amount not to exceed the Receivables Advance Amount on the Initial Funding Date or any subsequent Funding Date throughout the Funding Period from the Noteholders, upon the request of the Issuer, and the making of advances by the Noteholders of Additional Note Principal Balances in accordance with the Note Purchase Agreement in an amount equal to or greater than $1,000,000 (or such lesser amount agreed to between the Issuer and the Agent from time to time); provided, however, that the conditions in Section 2.12 are satisfied and that after such Funding the Note Principal Balance shall not be greater than the Maximum Outstanding Note Amount.

Fundings. (a) Subject to satisfaction of the conditions precedent set forth in Sections 2.11 or 2.12 hereof, as applicable, and Eligible Receivables being available to be acquired pursuant to the Contribution Agreement, during the Funding Period the Issuer may, at its sole option, from time to time request that the Noteholders advance on any Funding Date additional amounts (such amounts, the "“Additional Note Principal Balance"”), and the Noteholders which are making such advances shall remit the Additional Note Principal Balance in accordance with the terms of the Note Purchase Agreement. Each Noteholder shall record, on the schedule attached to such Noteholder's ’s Note, the date and amount of any Additional Note Principal Balance advanced by it, and each repayment thereof; provided that failure to make such recordation on such schedule or any error in such schedule shall not adversely affect any Noteholder's ’s rights with respect to its Note Principal Balance and its right to receive interest payments in respect of the Note Principal Balance held by such Noteholder. The Indenture Trustee shall keep a written record of the Note Principal Balance, which amount is to be provided by the Servicer in its Monthly Servicer Report of each Note. Absent manifest error, the Note Principal Balance of each Note as set forth in the Noteholder's Indenture Trustee’s records shall be binding upon all applicable parties, notwithstanding any other records; provided that failure by any the Indenture Trustee to make such recordation on such Noteholder's ’s records shall not adversely affect any Noteholder's ’s rights with respect to its Note Principal Balance and its right to receive interest payments in respect of the Note Principal Balance held by such Noteholder. (b) The aggregate of the Receivable Balances for a Pool of Receivables (and the Aggregate Receivable Balance, including such Pool of Receivables) shall be determined by the Servicer on behalf of the Issuer and shall be reflected in the Funding Certificate with respect to Receivables identified on the related Schedule of Receivables attached to the Funding Certificate for such Funding. Each Pool shall become subject to this Indenture. (c) The Issuer shall acquire funds in an amount not to exceed the Receivables Advance Amount on the Initial Funding Date or any subsequent Funding Date throughout the Funding Period from the Noteholders, upon the request of the Issuer, and the making of advances by the Noteholders of Additional Note Principal Balances in accordance with the Note Purchase Agreement in an amount equal to or greater than $1,000,000 (or such lesser amount agreed to between the Issuer and the Agent from time to time); provided, however, that the conditions in Section 2.12 are satisfied and that after such Funding the Note Principal Balance shall not be greater than the Maximum Outstanding Note Amount.