Common use of Optional Repurchase of the Class B Notes Clause in Contracts

Optional Repurchase of the Class B Notes. The Class B Notes shall be subject to repurchase (in whole) by the Issuer at its option, upon three (3) Business Days’ prior written notice to the Issuer Security Trustee at any time. The repurchase price for any Class B Note (in each case, the “Class B Note Repurchase Amount”) shall equal the sum of: (i) the Class B Principal Amount of such Class B Notes (determined after giving effect to any payments of principal and interest on the Payment Date immediately preceding the date of purchase pursuant to this Sub-Clause 11.1); plus (ii) all accrued and unpaid interest on the Class B Notes through such date of repurchase under this Sub-Clause 11.1) (and, with respect to the portion of such principal balance that was funded with Class B Commercial Paper issued at a discount, all accrued and unpaid discount on such Class B Commercial Paper from the issuance date(s) thereof to the date of repurchase under this Sub-Clause 11.1 and the aggregate discount to accrue on such Class B Commercial Paper from the date of repurchase under this Sub-Clause 11.1 to the next succeeding Payment Date); plus (iii) all associated breakage costs payable as a result of such repurchase (calculated in accordance with Sub-Clause 3.5); plus (iv) any other amounts then due and payable to the holders of such Class B Notes pursuant hereto.

Optional Repurchase of the Class B Notes. The Class B Notes shall be subject to repurchase (in whole) by the Issuer HVF II at its option, upon three (3) Business Days’ prior written notice to the Issuer Security Trustee at any time; provided that, during the continuance of an Amortization Event or Potential Amortization Event (as notified to the Trustee pursuant to Section 8.3 of the Group I Supplement), in either case with respect to the Series 2013-A Notes, any repurchase of the Class B Notes pursuant to this Section 11.1(b) shall be subject to the condition that no Class A Notes remain Outstanding immediately after giving effect to such repurchase. The repurchase price for any Class B Note (in each case, the “Class B Note Repurchase Amount”) shall equal the sum of: (i) the Class B Principal Amount of such Class B Notes (determined after giving effect to any payments of principal and interest on the Payment Date immediately preceding the date of purchase pursuant to this Sub-Clause 11.1Section 11.1(b); ), plus (ii) all accrued and unpaid interest on the such Class B Notes through such date of repurchase under this Sub-Clause 11.1Section 11.1(b)) (and, with respect to the portion of such principal balance that was funded with Class B Commercial Paper issued at a discount, all accrued and unpaid discount on such Class B Commercial Paper from the issuance date(s) thereof to the date of repurchase under this Sub-Clause 11.1 Section 11.1(b) and the aggregate discount to accrue on such Class B Commercial Paper from the date of repurchase under this Sub-Clause 11.1 Section 11.1(b) to the next succeeding Payment Date); plus (iii) all associated breakage costs payable as a result of such repurchase (calculated in accordance with Sub-Clause 3.5Section 3.6(b)); plus (iv) any other amounts then due and payable to the holders of such Class B Notes pursuant hereto.and

Optional Repurchase of the Class B Notes. The Class B Notes shall be subject to repurchase (in whole) by the Issuer HVF II at its option, upon three (3) Business Days’ prior written notice to the Issuer Security Trustee at any time; provided that, during the continuance of an Amortization Event or Potential Amortization Event (as notified to the Trustee pursuant to Section 8.3 of the Group I Supplement), in either case with respect to the Series 2013-A Notes, any repurchase of the Class B Notes pursuant to this Section 11.1(b) shall be subject to the condition that no Class A Notes remain Outstanding immediately after giving effect to such repurchase. The repurchase price for any Class B Note (in each case, the “Class B Note Repurchase Amount”) shall equal the sum of: (i) the Class B Principal Amount of such Class B Notes (determined after giving effect to any payments of principal and interest on the Payment Date immediately preceding the date of purchase pursuant to this Sub-Clause 11.1Section 11.1(b); ), plus (ii) all accrued and unpaid interest on the such Class B Notes through such date of repurchase under this Sub-Clause 11.1Section 11.1(b)) (and, with respect to the portion of such principal balance that was funded with Class B Commercial Paper issued at a discount, all accrued and unpaid discount on such Class B Commercial Paper from the issuance date(s) thereof to the date of repurchase under this Sub-Clause 11.1 Section 11.1(b) and the aggregate discount to accrue on such Class B Commercial Paper from the date of repurchase under this Sub-Clause 11.1 Section 11.1(b) to the next succeeding Payment Date); plus (iii) all associated breakage costs payable as a result of such repurchase (calculated in accordance with Sub-Clause 3.5Section 3.6); plusand (iv) any other amounts then due and payable to the holders of such Class B Notes pursuant hereto.

Optional Repurchase of the Class B Notes. The Class B Notes shall be subject to repurchase (in whole) by the Issuer at its option, upon three (3) Business Days’ prior written notice to the Issuer Security Trustee at any time. The repurchase price for any Class B Note (in each case, the “Class B Note Repurchase Amount”) shall equal the sum of: (i) the Class B Principal Amount of such Class B Notes (determined after giving effect to any payments of principal and interest on the Payment Date immediately preceding the date of purchase pursuant to this Sub-Clause 11.1); plus (ii) all accrued and unpaid interest on the Class B Notes through such date of repurchase under this Sub-Clause 11.1) (and, with respect to the portion of such principal balance that was funded with Class B Commercial Paper issued at a discount, all accrued and unpaid discount on such Class B Commercial Paper from the issuance date(s) thereof to the date of repurchase under this Sub-Clause 11.1 and the aggregate discount to accrue on such Class B Commercial Paper from the date of repurchase under this Sub-Clause 11.1 to the next succeeding Payment Date); plus (iii) all associated breakage costs payable as a result of such repurchase (calculated in accordance with Sub-Clause 3.53.6); plus (iv) any other amounts then due and payable to the holders of such Class B Notes pursuant hereto.

Optional Repurchase of the Class B Notes. The Class B Notes shall be subject to repurchase (in whole) by the Issuer HVF III at its option, upon three (3) Business Days’ prior written notice to the Issuer Security Trustee at any time; provided that, during the continuance of an Amortization Event or Potential Amortization Event (as notified to the Trustee pursuant to Section 8.8 (Notice of Defaults) of the Base Indenture), in either case with respect to the Series 2021-A Notes, any repurchase of the Class B Notes pursuant to this Section 11.1(b) (Optional Repurchase of the Class B Notes) shall be subject to the condition that no Class A Notes remain Outstanding immediately after giving effect to such repurchase. The repurchase price for any Class B Note (in each case, the “Class B Note Repurchase Amount”) shall equal the sum of: (i) the Class B Principal Amount of such Class B Notes (determined after giving effect to any payments of principal and interest on the Payment Date immediately preceding the date of purchase pursuant to this Sub-Clause 11.1Section 11.1(b) (Optional Repurchase of the Class B Notes); ), plus (ii) all accrued and unpaid interest on the such Class B Notes through such date of repurchase under this Sub-Clause 11.1Section 11.1(b) (and, with respect to Optional Repurchase of the portion of such principal balance that was funded with Class B Commercial Paper issued at a discount, all accrued and unpaid discount on such Class B Commercial Paper from the issuance date(s) thereof to the date of repurchase under this Sub-Clause 11.1 and the aggregate discount to accrue on such Class B Commercial Paper from the date of repurchase under this Sub-Clause 11.1 to the next succeeding Payment DateNotes); plusand (iii) all associated breakage costs payable as a result of such repurchase (calculated in accordance with Sub-Clause 3.5); plus (iv) any other amounts then due and payable to the holders of such Class B Notes pursuant hereto.

Optional Repurchase of the Class B Notes. The Class B Notes shall be subject to repurchase (in whole) by the Issuer HVF II at its option, upon three (3) Business Days’ prior written notice to the Issuer Security Trustee at any time; provided that, during the continuance of an Amortization Event or Potential Amortization Event (as notified to the Trustee pursuant to Section 8.3 of the Group II Supplement), in either case with respect to the Series 2013-B Notes, any repurchase of the Class B Notes pursuant to this Section 11.1(b) shall be subject to the condition that no Class A Notes remain Outstanding immediately after giving effect to such repurchase. The repurchase price for any Class B Note (in each case, the “Class B Note Repurchase Amount”) shall equal the sum of: (i) the Class B Principal Amount of such Class B Notes (determined after giving effect to any payments of principal and interest on the Payment Date immediately preceding the date of purchase pursuant to this Sub-Clause 11.1Section 11.1(b); ), plus (ii) all accrued and unpaid interest on the such Class B Notes through such date of repurchase under this Sub-Clause 11.1Section 11.1(b)) (and, with respect to the portion of such principal balance that was funded with Class B Commercial Paper issued at a discount, all accrued and unpaid discount on such Class B Commercial Paper from the issuance date(s) thereof to the date of repurchase under this Sub-Clause 11.1 Section 11.1(b) and the aggregate discount to accrue on such Class B Commercial Paper from the date of repurchase under this Sub-Clause 11.1 Section 11.1(b) to the next succeeding Payment Date); plus (iii) all associated breakage costs payable as a result of such repurchase (calculated in accordance with Sub-Clause 3.5Section 3.6); plusand (iv) any other amounts then due and payable to the holders of such Class B Notes pursuant hereto.