Common use of Liquidity Facility Reserve Account Clause in Contracts

Liquidity Facility Reserve Account. Following the funding of the Liquidity Facility Reserve Account with a Final Drawing or a Non-Extension Drawing, if the Administrative Agent reasonably determines on any Calculation Date, after all withdrawals and transfers are made with respect to the Payment Date related to such Calculation Date, there will be insufficient funds in the Collections Account (w) to transfer to the Maintenance Reserve Account an amount equal to the Permitted Maintenance Reimbursement Expenditure Accrual for such Payment Date, (x) to transfer to the Expense Account an amount such that the amount on deposit therein is equal to the Required Expense Amount for such Payment Date, (y) to pay Senior Hedge Payments to each applicable Hedge Provider and (z) to pay the Interest Amount for the ACS Group Loans, in each case as provided in Section 3.08 hereof, the Operating Bank shall withdraw from the Liquidity Facility Reserve Account on such Payment Date the lesser of the amount equal to the shortfall in making the payments set forth in clauses (w), (x), (y) and (z) above and the amount on deposit therein in accordance with the written direction of the Administrative Agent. The amount so withdrawn shall be applied in the following manner: first, in no order of priority inter se, but pro rata, (A) to the Expense Account an amount such that the amount on deposit therein is at least equal to the Required Expense Amount for such Payment Date and (B) to the Maintenance Reserve Account, an amount equal to the Permitted Maintenance Reimbursement Expenditure Accrual for such Payment Date, and second, in no order of priority inter se, but pro rata, (A) to the Loans Accounts for the ACS Group Loans, the Interest Amount on each such class of ACS Group Loans in no order of priority inter se, but pro rata according to the amount of accrued and unpaid interest on the ACS Group Loans and (B) pro rata, to any Hedge Provider, an amount equal to any Senior Hedge Payment due from any ACS Group Member pursuant to any Hedge Agreement.

Liquidity Facility Reserve Account. Following the funding of the Liquidity Facility Reserve Account with a Downgrade Drawing, a Final Drawing or a Non-Extension Drawing, if the Administrative Agent reasonably Cash Manager determines that on any Calculation Date, Payment Date after making all withdrawals and transfers are to be made with respect to the Payment Date related to such Calculation Date, there will be insufficient funds in the Collections Account (w) to transfer to the Maintenance Reserve Account an amount equal to the Permitted Maintenance Reimbursement Expenditure Accrual for such Payment Date, the Available Collections will be insufficient (x) to transfer to the Expense Account an amount such that the amount on deposit therein is equal to the Required Expense Amount for such Payment Date, (y) to pay Senior Hedge Payments to each applicable Hedge Provider Provider, in each case as provided in Section 3.09 and (z) to pay the Interest Amount for the ACS Group LoansClass A-1 Notes and Class B-1 Notes, in each case as provided in Section 3.08 hereof3.09, the Cash Manager shall so notify the Trustee and the Liquidity Facility Provider in writing under Section 3.07 and shall direct the Operating Bank shall in writing on such Payment Date to withdraw from the Liquidity Facility Reserve Account on such Payment Date the lesser of (i) the amount equal to the shortfall in making the payments set forth in clauses (w), (x), (y) and (z) above and (ii) the amount on deposit therein in accordance with the written direction of the Administrative Agenttherein. The Trustee shall, as directed in writing by the Cash Manager, apply the amount so withdrawn shall be applied in the following manner: withdrawn, first, in no order of priority inter se, but pro rata, (A) to the Expense Account an amount such that the amount on deposit therein is at least equal to the Required Expense Amount for such Payment Date and (B) to the Maintenance Reserve Account, an amount equal to the Permitted Maintenance Reimbursement Expenditure Accrual for such Payment Date, and second, in no order of priority inter se, but pro rata, (A) to the Loans Note Accounts for the ACS Group LoansClass A-1 Notes and Class B-1 Notes, the Interest Amount on each such class of ACS Group Loans in no order of priority inter se, but pro rata according to the amount of accrued Class A-1 Notes and unpaid interest on the ACS Group Loans Class B-1 Notes; and (B) pro rata, to any Hedge Provider, an amount equal to any Senior Hedge Payment due from any ACS Issuer Group Member pursuant to any Hedge Agreement. After a Downgrade Drawing or a Non-Extension Drawing has been made, the Liquidity Facility Provider may instruct the Cash Manager, and the Cash Manager shall so instruct the Trustee, with respect to the Permitted Account Investments in which the proceeds of such Downgrade Drawing or Non-Extension Drawing shall be invested. Other than as set forth in Section 3.14(f), in no event shall any amount (other than the Investment Earnings) be transferred from the Liquidity Facility Reserve Account to the Collections Account.

Liquidity Facility Reserve Account. Following the funding of the Liquidity Facility Reserve Account with a Downgrade Drawing, a Final Drawing or a Non-Extension Drawing, if the Administrative Agent reasonably Cash Manager determines that on any Calculation Date, Payment Date after making all withdrawals and transfers are to be made with respect to the such Payment Date related to such Calculation Date, there will be insufficient funds in the Collections Account (w) to transfer to the Maintenance Reserve Account an amount equal to the Permitted Maintenance Reimbursement Expenditure Accrual for such Payment Date, (xi) to transfer to the Expense Account an amount such that the amount on deposit therein is equal to the Required Expense Amount for such Payment Date, (yii) to pay Senior Hedge Payments to each applicable Hedge Provider Provider, in each case as provided in Section 3.09 and (ziii) to pay the Interest Amount for the ACS Group LoansClass G-1 Notes, in each case as provided in Section 3.08 hereof3.09, the Cash Manager shall so notify the Trustee in writing under Section 3.07 and shall direct the Operating Bank shall in writing on such Payment Date to withdraw from the Liquidity Facility Reserve Account on such Payment Date the lesser of (A) the amount equal to the shortfall in making the payments set forth in clauses (wi), (x), (yii) and (ziii) above and (B) the amount on deposit therein in accordance with the written direction of the Administrative Agenttherein. The Trustee shall, as set out in the Written Notice from the Cash Manager, apply the amount so withdrawn shall be applied in the following manner: withdrawn, first, in no order of priority inter se, but pro rata, (A) to the Expense Account an amount such that the amount on deposit therein is at least equal to the Required Expense Amount for such Payment Date and (B) to the Maintenance Reserve Account, an amount equal to the Permitted Maintenance Reimbursement Expenditure Accrual for such Payment Date, and second, in no order of priority inter se, but pro rata, (Ax) to the Loans Note Accounts for the ACS Group LoansClass G-1 Notes, in respect of the Interest Amount on each such class subclass of ACS Group Loans in no order of priority inter se, but pro rata according to the amount of accrued and unpaid interest on the ACS Group Loans Notes; and (By) pro rata, to any Hedge Provider, an amount equal to in respect of any Senior Hedge Payment due from any ACS Issuer Group Member pursuant to any Hedge Agreement.