Common use of MORTGAGE PORTFOLIO Clause in Contracts

MORTGAGE PORTFOLIO. Prior to the earlier to occur of: (a) a Trigger Event; and (i) if Funding does not enter into a New Intercompany Loan Agreement, the Payment Date in January 2008; or (ii) if Funding does enter into New Intercompany Loan Agreements, the latest Payment Date specified by Funding by notice in writing to the Seller and the Mortgages Trustee as applying in relation to this covenant, the Seller undertakes to use all reasonable efforts to offer to assign, in accordance with the provisions of this Clause 4 (Sale and Purchase of New Mortgage Portfolios), to the Mortgages Trustee and the Mortgages Trustee undertakes to use all reasonable endeavours to acquire from the Seller and to hold pursuant to the terms of the Mortgages Trust Deed, sufficient New Mortgage Loans and their Related Security so that the Overcollateralisation Test is not breached on three consecutive Distribution Dates PROVIDED THAT the Seller shall not be obliged to assign to the Mortgages Trustee, and the Mortgages Trustee shall not be obliged to acquire, New Mortgage Loans and their Related Security if in the opinion of the Seller the assignment to the Mortgages Trustee of New Mortgage Loans and their Related Security would adversely affect the business of the Seller. For the purposes of this Clause 4.10, the "OVERCOLLATERALISATION TEST" shall be calculated on each Distribution Date and shall be breached on any Distribution Date where the aggregate Current Balance of Mortgage Loans in the Mortgage Portfolio on such Distribution Date is less than an amount equal to the product of 1.10 and the Principal Amount Outstanding of all Notes of all Issuers at such Distribution Date, and for this purpose, where such Notes outstanding are Controlled Amortisation Notes, the Principal Amount Outstanding of such Notes will be calculated on a straight-line basis by applying the appropriate CPR to such Notes on a monthly, rather than a quarterly basis.

MORTGAGE PORTFOLIO. Prior to the earlier to occur of: (a) a Trigger Event; and (i) if Funding does not enter into a New Intercompany Loan Agreement, the Payment Date in January 2008; or (ii) if Funding does enter into New Intercompany Loan Agreements, the latest Payment Date specified by Funding by notice in writing to the Seller and the Mortgages Trustee as applying in relation to this covenant, the Seller undertakes to use all reasonable efforts to offer to assign, in accordance with the provisions of this Clause 4 (Sale and Purchase of New Mortgage Portfolios), to the Mortgages Trustee and the Mortgages Trustee undertakes to use all reasonable endeavours to acquire from the Seller and to hold pursuant to the terms of the Mortgages Trust Deed, sufficient New Mortgage Loans and their Related Security so that the Overcollateralisation Test is not breached on three consecutive Distribution Dates PROVIDED THAT the Seller shall not be obliged to assign to the Mortgages Trustee, and the Mortgages Trustee shall not be obliged to acquire, New Mortgage Loans and their Related Security if in the opinion of the Seller the assignment to the Mortgages Trustee of New Mortgage Loans and their Related Security would adversely affect the business of the Seller. For the purposes of this Clause 4.10, the "OVERCOLLATERALISATION TEST" shall be calculated on each Distribution Date and shall be breached on any Distribution Date where the aggregate Current Balance of Mortgage Loans in the Mortgage Portfolio on such Distribution Date is less than an amount equal to the product of 1.10 1.05 and the Principal Amount Outstanding of all Notes of all Issuers at such Distribution Date, and for this purpose, where such Notes outstanding are Controlled Amortisation Notes, the Principal Amount Outstanding of such Notes will be calculated on a straight-line basis by applying the appropriate CPR to such Notes on a monthly, rather than a quarterly basis.

MORTGAGE PORTFOLIO. Prior to the earlier earliest to occur of: (a) a Trigger Event; and (ib) if Funding does not enter into a New Intercompany Loan Agreement, the Payment Date in January 2008; orand (iic) if on each occasion that Funding does enter enters into a New Intercompany Loan AgreementsAgreement, the latest Payment Date specified by Funding by notice in writing to the Seller and the Mortgages Trustee as applying in relation to this covenant; and (d) on each occasion that Funding 2 enters into a Funding 2 Intercompany Loan Agreement or receives a further advance under any existing Funding 2 Intercompany Loan Agreement, the latest Loan Payment Date specified by Funding 2 by notice in writing to the Seller and the Mortgages Trustee as applying in relation to this covenant, the Seller undertakes to use all reasonable efforts to offer to sell and assign, in accordance with the provisions of this Clause 4 (Sale and Purchase of New Mortgage Portfolios), to the Mortgages Trustee Trustee, and the Mortgages Trustee undertakes to use all reasonable endeavours to acquire from the Seller and to hold pursuant to the terms of the Mortgages Trust Deed, sufficient New Mortgage Loans and their Related Security so that the Overcollateralisation Test is not breached on three consecutive Distribution Dates PROVIDED THAT the Seller shall not be obliged to sell and assign to the Mortgages Trustee, and the Mortgages Trustee shall not be obliged to acquire, New Mortgage Loans and their Related Security if in the opinion of the Seller the sale and assignment to the Mortgages Trustee of New Mortgage Loans and their Related Security would adversely affect the business of the Seller. For the purposes of this Clause 4.10, the "OVERCOLLATERALISATION TEST" shall be calculated on each Distribution Date and shall be breached on any Distribution Date where the aggregate Current Balance of Mortgage Loans in the Mortgage Portfolio on such Distribution Date is less than an amount equal to the product of 1.10 and the Principal Amount Outstanding of all Notes of all Issuers at such Distribution Date, and for this purpose, where such Notes outstanding are Controlled Amortisation Notes, the Principal Amount Outstanding of such Notes will be calculated on a straight-line basis by applying the appropriate CPR to such Notes on a monthly, rather than a quarterly basis.

MORTGAGE PORTFOLIO. Prior to the earlier to occur of: (a) a Trigger Event; and (i) if Funding does not enter into a New Intercompany Loan Agreement, the Payment Date in January 2008; or (ii) if Funding does enter into New Intercompany Loan Agreements, the latest Payment Date specified by Funding by notice in writing to the Seller and the Mortgages Trustee as applying in relation to this covenant, the Seller undertakes to use all reasonable efforts to offer to assign, in accordance with the provisions of this Clause 4 (Sale and Purchase of New Mortgage Portfolios), to the Mortgages Trustee and the Mortgages Trustee undertakes to use all reasonable endeavours to acquire from the Seller and to hold pursuant to the terms of the Mortgages Trust Deed, sufficient New Mortgage Loans and their Related Security so that the Overcollateralisation Test is not breached on three consecutive Distribution Dates PROVIDED THAT the Seller shall not be obliged to assign to the Mortgages Trustee, and the Mortgages Trustee shall not be obliged to acquire, New Mortgage Loans and their Related Security if in the opinion of the Seller the assignment to the Mortgages Trustee of New Mortgage Loans and their Related Security would adversely affect the business of the Seller. For the purposes of this Clause 4.10, the "OVERCOLLATERALISATION TEST" shall be calculated on each Distribution Date and shall be breached on any Distribution Date where the aggregate Current Balance of Mortgage Loans in the Mortgage Portfolio on such Distribution Date is less than an amount equal to the product of 1.10 and the Principal Amount Outstanding of all Notes of all Issuers at such Distribution Date, and for this purpose, where such Notes outstanding are Controlled Amortisation Notes, the Principal Amount Outstanding of such Notes will be calculated on a straight-line basis by applying the appropriate CPR to such Notes on a monthly, rather than a quarterly basis.. 13 UK1 604637V1

MORTGAGE PORTFOLIO. Prior to the earlier earliest to occur of: (a) a Trigger Event; and (ib) if Funding does not enter into a New Intercompany Loan Agreement, the Payment Date in January 2008; orand (iic) if on each occasion that Funding does enter enters into a New Intercompany Loan AgreementsAgreement, the latest Payment Date specified by Funding by notice in writing to the Seller and the Mortgages Trustee as applying in relation to this covenant; and (d) on each occasion that Funding 2 enters into a Funding 2 Intercompany Loan Agreement or receives a further advance under any existing Funding 2 Intercompany Loan Agreement, the latest Loan Payment Date specified by Funding 2 by notice in writing to the Seller and the Mortgages Trustee as applying in relation to this covenant, the Seller undertakes to use all reasonable efforts to offer to sell and assign, in accordance with the provisions of this Clause 4 (Sale and Purchase of New Mortgage Portfolios), to the Mortgages Trustee Trustee, and the Mortgages Trustee undertakes to use all reasonable endeavours to acquire from the Seller and to hold pursuant to the terms of the Mortgages Trust Deed, sufficient New Mortgage Loans and their Related Security so that the Overcollateralisation Test is not breached on three consecutive Distribution Dates PROVIDED THAT the Seller shall not be obliged to sell and assign to the Mortgages Trustee, and the Mortgages Trustee shall not be obliged to acquire, New Mortgage Loans and their Related Security if in the opinion of the Seller the sale and assignment to the Mortgages Trustee of New Mortgage Loans and their Related Security would adversely affect the business of the Seller. For the purposes of this Clause 4.10, the "OVERCOLLATERALISATION TEST" shall be calculated on each Distribution Date and shall be breached on any Distribution Date where the aggregate Current Balance of Mortgage Loans in the Mortgage Portfolio on such Distribution Date is less than an amount equal to the product of 1.10 and the Principal Amount Outstanding of all Notes of all Issuers at such Distribution Date, and for this purpose, where such Notes outstanding are Controlled Amortisation Notes, the Principal Amount Outstanding of such Notes will be calculated on a straight-line basis by applying the appropriate CPR to such Notes on a monthly, rather than a quarterly basis.

MORTGAGE PORTFOLIO. Prior to the earlier to occur of: (a) a Trigger Event; and (i) if Funding does not enter into a New Intercompany Loan Agreement, the Payment Date in January 2008; or (ii) if Funding does enter into New Intercompany Loan Agreements, the latest Payment Date specified by Funding by notice in writing to the Seller and the Mortgages Trustee as applying in relation to this covenant, the Seller undertakes to use all reasonable efforts to offer to assign, in accordance with the provisions of this Clause 4 (Sale and Purchase of New Mortgage Portfolios), to the Mortgages Trustee and the Mortgages Trustee undertakes to use all reasonable endeavours to acquire from the Seller and to hold pursuant to the terms of the Mortgages Trust Deed, sufficient New Mortgage Loans and their Related Security so that the Overcollateralisation Test is not breached on three consecutive Distribution Dates PROVIDED THAT the Seller shall not be obliged to assign to the Mortgages Trustee, and the Mortgages Trustee shall not be obliged to acquire, New Mortgage Loans and their Related Security if in the opinion of the Seller the assignment to the Mortgages Trustee of New Mortgage Loans and their Related Security would adversely affect the business of the Seller. For the purposes of this Clause 4.10, the "OVERCOLLATERALISATION TEST" shall be calculated on each Distribution Date and shall be breached on any Distribution Date ON ANY DISTRIBUTION DATE where the aggregate Current Balance of Mortgage Loans in the Mortgage Portfolio on such Distribution Date is less than an amount equal to the product of 1.10 1.05 and the Principal Amount Outstanding of all Notes of all Issuers at such Distribution DateDISTRIBUTION DATE, and for this purpose, where such Notes outstanding are Controlled Amortisation Notes, the Principal Amount Outstanding of such Notes will be calculated on a straight-line basis by applying the appropriate CPR to such Notes on a monthly, rather than a quarterly basis.