Common use of Negative Carry Account Clause in Contracts

Negative Carry Account. (a) During the Revolving Period, if funds are deposited into the Series 2010-1 Principal Funding Account from the Excess Funding Account, then concurrent with such deposit, funds will be deposited into the Series 2010-1 Negative Carry Account to bring the balance in the Series 2010-1 Negative Carry Account up to the Required Negative Carry Account Balance. (b) If on any Transfer Date, the amount on deposit in the Series 2010-1 Negative Carry Account exceeds the Required Negative Carry Account Balance on such Transfer Date, the Servicer shall withdraw such excess from the Series 2010-1 Negative Carry Account and pay such excess to the holders of the Seller’s Certificates; provided, however, that if funds are released from the Series 2010-1 Principal Funding Account and concurrently with such release funds are required to be deposited into the Series 2010-1 Spread Account to maintain the Spread Account Required Amount, such funds in an amount up to the Spread Account Deposit Amount shall be withdrawn from the Series 2010-1 Negative Carry Account and deposited into the Series 2010-1 Spread Account; provided, further, that in the event Series 2010-1 Available Principal Amounts have been used to make deposits into the Series 2010-1 Negative Carry Account and there remains any Series 2010-1 Unreimbursed Amount, such funds in an amount up to the amount of Series 2010-1 Available Principal Amounts so used and not previously reimbursed shall be treated as Series 2010-1 Available Principal Amounts for the reinstatement of the Series 2010-1 Collateral Amount. (c) Funds on deposit in the Series 2010-1 Negative Carry Account overnight or for a longer period shall at all times be invested in Eligible Investments at the written direction of the Servicer or its agent, subject to the restrictions set forth in the Indenture and subject to the requirement that each such Eligible Investment shall have a stated maturity on or prior to the following Transfer Date. Net interest and earnings (less investment expenses) on funds on deposit in the Series 2010-1 Negative Carry Account, if any, shall constitute Series 2010-1 Available Interest Amounts. (d) Upon payment in full of the Outstanding Principal Amount of the Series 2010-1 Notes, any funds remaining on deposit in the Series 2010-1 Negative Carry Account shall be distributed to the holders of the Seller’s Certificates.

Negative Carry Account. (a) During The Trustee represents and warrants that it has established a trust account at its Corporate Trust Office (the Revolving Period"Negative Carry Account") in the name of the Trustee for the benefit of the Noteholders and the Note Insurer. On the Closing Date, if funds are deposited the Issuer shall deposit the Initial Negative Carry Account Deposit Amount into the Series 2010-1 Principal Funding Negative Carry Account. (b) Upon an Issuer Order (which may be a standing order), the Trustee shall invest all or a portion of the funds in the Negative Carry Account in one or more Eligible Investments. In the absence of an Issuer Order, the Trustee shall invest funds in the Negative Carry Account in Eligible Investments described in clause (d) of the definition thereof. All income or other gain from such investments shall be credited to such Negative Carry Account and any loss resulting from such investments shall be charged to such Negative Carry Account; provided, however, that the Excess Funding Account, then concurrent with such deposit, funds will Issuer shall make or cause to be deposited into made on any Determination Date a deposit to the Series 2010-1 Negative Carry Account to bring the balance extent of any losses therein. Such investments shall be made in the Series 2010-1 name of the Trustee for the benefit of the Noteholders and the Note Insurer. (c) If any amounts invested as provided in Section 12.05(b) hereof shall be needed for disbursement from the Negative Carry Account up as set forth in Section 12.05(d) hereof, the Trustee shall cause such investments of such Negative Carry Account to be sold or otherwise converted to cash to the credit of such Negative Carry Account. The Trustee shall not be liable for any investment loss resulting from investment of money in the Negative Carry Account in any Eligible Investment in accordance with the terms hereof (other than in its capacity as obligor under any Eligible Investment). (d) Disbursements from the Negative Carry Account shall be made, to the extent funds therefor are available, only as follows: (i) On each Payment Date during the Funding Period, the Servicer shall direct the Trustee to transfer from the Negative Carry Account to the Distribution Account an amount equal to the excess of the amount on deposit in the Negative Carry Account over the Required Negative Carry Account Balance., after giving effect to any reductions in the Prefunding Account on such date pursuant to Section 12.04(d) hereof; and (bii) If on any Transfer Date, the amount All amounts on deposit in the Series 2010-1 Negative Carry Account exceeds the Required Negative Carry Account Balance on such Transfer Date, the Servicer shall withdraw such excess from the Series 2010-1 Negative Carry Account and pay such excess to the holders of the Seller’s Certificates; provided, however, that if funds are released from the Series 2010-1 Principal Funding Account and concurrently with such release funds are required to be deposited into the Series 2010-1 Spread Account to maintain the Spread Account Required Amount, such funds in an amount up to the Spread Account Deposit Amount shall be withdrawn from the Series 2010-1 Negative Carry Account and deposited into the Series 2010-1 Spread Account; provided, further, that in the event Series 2010-1 Available Principal Amounts have been used to make deposits into the Series 2010-1 Negative Carry Account and there remains any Series 2010-1 Unreimbursed Amount, such funds in an amount up to the amount of Series 2010-1 Available Principal Amounts so used and not previously reimbursed shall be treated as Series 2010-1 Available Principal Amounts for the reinstatement of the Series 2010-1 Collateral Amount. (c) Funds on deposit in the Series 2010-1 Negative Carry Account overnight or for a longer period shall at all times be invested in Eligible Investments at the written direction of the Servicer or its agent, subject to the restrictions set forth in the Indenture and subject to the requirement that each such Eligible Investment shall have a stated maturity on or prior to the following Transfer Date. Net interest and earnings (less investment expenses) on funds on deposit in the Series 2010-1 Negative Carry Account, if any, shall constitute Series 2010-1 Available Interest Amounts. (d) Upon payment in full of the Outstanding Principal Amount of the Series 2010-1 Notes, any funds remaining on deposit in the Series 2010-1 Negative Carry Account shall be distributed transferred on the last Payment Date in the Funding Period (or, if earlier, on the first Payment Date following the occurrence of a Trigger Event if the Funding Period has ended pursuant to clause (a) of the definition of Funding Period) to the holders of the Seller’s Certificates.Distribution Account for disbursement as described in Section 12.02(d) hereof. -82- Indenture

Negative Carry Account. (a) During the Revolving Period, if funds are deposited into the Series 20102004-1 Principal Funding Account from the Excess Funding Account, then concurrent with such deposit, funds will be deposited into the Series 20102004-1 Negative Carry Account to bring the balance in the Series 2010-1 Negative Carry Account up to the Required Negative Carry Account BalanceAccount. (b) If on any Transfer Date, the amount on deposit in the Series 20102004-1 Negative Carry Account exceeds the Required Negative Carry Account Balance on such Transfer Date, the Servicer shall withdraw such excess from the Series 20102004-1 Negative Carry Account and pay such excess to the holders of the Seller’s Certificates; provided, however, that if funds are released from the Series 20102004-1 Principal Funding Account and concurrently with such release funds are required to be deposited into the Series 20102004-1 Spread Account to maintain the Spread Account Required Amount, such funds in an amount up to the Spread Account Deposit Amount shall be withdrawn from the Series 20102004-1 Negative Carry Account and deposited into the Series 20102004-1 Spread Account; provided, further, provided further that in the event Series 20102004-1 Available Principal Amounts have been used to make deposits into the Series 20102004-1 Negative Carry Account and there remains any Series 20102004-1 Unreimbursed Amount, such funds in an amount up to the amount of Series 20102004-1 Available Principal Amounts so used and not previously reimbursed shall be treated as Series 20102004-1 Available Principal Amounts for the reinstatement of the Series 20102004-1 Collateral Amount. (c) Funds on deposit in the Series 20102004-1 Negative Carry Account overnight or for a longer period shall at all times be invested in Eligible Investments at the written direction of the Servicer or its agent, subject to the restrictions set forth in the Indenture Agreement and subject to the requirement that each such Eligible Investment shall have a stated maturity on or prior to the following Transfer Date. Net interest and earnings (less investment expenses) on funds on deposit in the Series 20102004-1 Negative Carry Account, if any, shall constitute Series 20102004-1 Available Interest Amounts. (d) Upon payment in full of the Outstanding Principal Amount of the Series 20102004-1 Notes, any funds remaining on deposit in the Series 20102004-1 Negative Carry Account shall be distributed to the holders of the Seller’s Certificates.

Negative Carry Account. (a) During the Revolving Period, if funds are deposited into the Series 20102005-1 Principal Funding Account from the Excess Funding Account, then concurrent with such deposit, funds will be deposited into the Series 20102005-1 Negative Carry Account to bring the balance in the Series 20102005-1 Negative Carry Account up to the Required Negative Carry Account Balance. (b) If on any Transfer Date, the amount on deposit in the Series 20102005-1 Negative Carry Account exceeds the Required Negative Carry Account Balance on such Transfer Date, the Servicer shall withdraw such excess from the Series 20102005-1 Negative Carry Account and pay such excess to the holders of the Seller’s Certificates; provided, however, that if funds are released from the Series 20102005-1 Principal Funding Account and concurrently with such release funds are required to be deposited into the Series 20102005-1 Spread Account to maintain the Spread Account Required Amount, such funds in an amount up to the Spread Account Deposit Amount shall be withdrawn from the Series 20102005-1 Negative Carry Account and deposited into the Series 20102005-1 Spread Account; provided, further, provided further that in the event Series 20102005-1 Available Principal Amounts have been used to make deposits into the Series 20102005-1 Negative Carry Account and there remains any Series 20102005-1 Unreimbursed Amount, such funds in an amount up to the amount of Series 20102005-1 Available Principal Amounts so used and not previously reimbursed shall be treated as Series 20102005-1 Available Principal Amounts for the reinstatement of the Series 20102005-1 Collateral Amount. (c) Funds on deposit in the Series 20102005-1 Negative Carry Account overnight or for a longer period shall at all times be invested in Eligible Investments at the written direction of the Servicer or its agent, subject to the restrictions set forth in the Indenture Agreement and subject to the requirement that each such Eligible Investment shall have a stated maturity on or prior to the following Transfer Date. Net interest and earnings (less investment expenses) on funds on deposit in the Series 20102005-1 Negative Carry Account, if any, shall constitute Series 20102005-1 Available Interest Amounts. (d) Upon payment in full of the Outstanding Principal Amount of the Series 20102005-1 Notes, any funds remaining on deposit in the Series 20102005-1 Negative Carry Account shall be distributed to the holders of the Seller’s Certificates.

Negative Carry Account. (a) During the Revolving Period, if funds are deposited into the Series 20102009-1 Principal Funding Account from the Excess Funding Account, then concurrent with such deposit, funds will be deposited into the Series 20102009-1 Negative Carry Account to bring the balance in the Series 20102009-1 Negative Carry Account up to the Required Negative Carry Account Balance. (b) If on any Transfer Date, the amount on deposit in the Series 20102009-1 Negative Carry Account exceeds the Required Negative Carry Account Balance on such Transfer Date, the Servicer shall withdraw such excess from the Series 20102009-1 Negative Carry Account and pay such excess to the holders of the Seller’s Certificates; provided, however, that if funds are released from the Series 20102009-1 Principal Funding Account and concurrently with such release funds are required to be deposited into the Series 20102009-1 Spread Account to maintain the Spread Account Required Amount, such funds in an amount up to the Spread Account Deposit Amount shall be withdrawn from the Series 20102009-1 Negative Carry Account and deposited into the Series 20102009-1 Spread Account; provided, further, provided further that in the event Series 20102009-1 Available Principal Amounts have been used to make deposits into the Series 20102009-1 Negative Carry Account and there remains any Series 20102009-1 Unreimbursed Amount, such funds in an amount up to the amount of Series 20102009-1 Available Principal Amounts so used and not previously reimbursed shall be treated as Series 20102009-1 Available Principal Amounts for the reinstatement of the Series 20102009-1 Collateral Amount. (c) Funds on deposit in the Series 20102009-1 Negative Carry Account overnight or for a longer period shall at all times be invested in Eligible Investments at the written direction of the Servicer or its agent, subject to the restrictions set forth in the Indenture and subject to the requirement that each such Eligible Investment shall have a stated maturity on or prior to the following Transfer Date. Net interest and earnings (less investment expenses) on funds on deposit in the Series 20102009-1 Negative Carry Account, if any, shall constitute Series 20102009-1 Available Interest Amounts. (d) Upon payment in full of the Outstanding Principal Amount of the Series 20102009-1 Notes, any funds remaining on deposit in the Series 20102009-1 Negative Carry Account shall be distributed to the holders of the Seller’s Certificates.