Common use of Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved Clause in Contracts

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes of each Class shall accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will be payable in arrears on each Payment Date on the Aggregate Outstanding Amount thereof on the first day of the related Interest Accrual Period (after giving effect to payments of principal thereof on such date), except as otherwise set forth below. Payment of interest on each Class of Secured Notes (and payments of available Interest Proceeds to the Holders of the Subordinated Notes) will be subordinated to the payment of interest on each related Priority Class as provided in Section 11.1. So long as any Priority Class is Outstanding with respect to the Class C-1 Notes or the Class D-1 Notes, any payment of interest due on the Class C-1 Notes or the Class D-1 Notes, respectively, which is not available to be paid in accordance with the Priority of Payments on any Payment Date (such interest, “Deferred Interest”) shall not be considered “due and payable” for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) until the earliest of (i) the Payment Date on which funds are available to pay such Deferred Interest in accordance with the Priority of Payments, (ii) the Redemption Date with respect to such Class of Notes and (iii) the Stated Maturity of such Class of Notes. Deferred Interest on the Class C-1 Notes and the Class D-1 Notes shall be added to the principal balance of the Class C-1 Notes and the Class D-1 Notes, respectively, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments. Regardless of whether any Priority Class is Outstanding with respect to the Class C-1 Notes or the Class D-1 Notes, to the extent that funds are not available on any Payment Date (other than the Redemption Date with respect to, or Stated Maturity of, such Class of Notes) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due and payable on such Payment Date and any failure to pay such previously accrued Deferred Interest on such Payment Date will not be an Event of Default. Interest will cease to accrue on each Secured Note, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1 Notes or Class B-1 Notes or, if no Class A-1 Notes or Class B-1 Notes are Outstanding, any Class C-1 Notes or, if no Class C-1 Notes are Outstanding, any Class D-1 Notes, shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes Debt of each Class shall accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will be payable in arrears on each Payment Date on the Aggregate Outstanding Amount thereof on the first day of the related Interest Accrual Period (after giving effect to payments of principal thereof on such date), except as otherwise set forth below. For purposes of determining any Interest Accrual Period, in the case of any Fixed Rate Notes, (i) for any Payment Date that is not a Redemption Date or a Re-Pricing Date, the Payment Date shall be assumed to be the 15th day of the relevant month (irrespective of whether such day is a Business Day) and (ii) for any Payment Date that is a Redemption Date or a Re-Pricing Date, the Payment Date shall be the Redemption Date or the Re-Pricing Date, as applicable. Payment of interest on each Class of Secured Notes Debt (and payments of available Interest Proceeds to other than the Holders of the Subordinated NotesClass A-1 Debt) will be subordinated to the payment of interest on each related Priority Class as provided in Section 11.1. So long as any Priority Class is Outstanding with respect to the a Class C-1 Notes or the Class D-1 of Deferrable Notes, any payment of interest due on the such Class C-1 of Deferrable Notes or the Class D-1 Notes, respectively, which that is not available to be paid in accordance with the Priority of Payments on any Payment Date (such interest, “Deferred Interest”Interest ” with respect to such Class) shall not be considered “due and payable” for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) until the earliest of (i) the Payment Date on which funds are available to pay such Deferred Interest in accordance with the Priority of Payments, (ii) the Redemption Date with respect to such Class of Notes Deferrable Notes, and (iii) the Stated Maturity of such Class of Deferrable Notes. Deferred Interest on the Class C-1 Deferrable Notes and the Class D-1 Notes shall be added to the principal balance of the Class C-1 Notes and the Class D-1 Notes, respectively, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments, but in any event no later than the earlier of the Payment Date (i) that is the Redemption Date with respect to such Class of Deferrable Notes, and (ii) that is the Stated Maturity of such Class of Deferrable Notes. Regardless of whether any Priority Class is Outstanding with respect to the a Class C-1 Notes or the Class D-1 of Deferrable Notes, to the extent that funds are not available on any Payment Date (other than the Redemption Date with respect to, or Stated Maturity of, such Class of Deferrable Notes) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due and payable on such Payment Date and any failure to pay such previously accrued Deferred Interest on such Payment Date will not be an Event of Default. Interest will cease to accrue on each Class of Secured NoteDebt, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1 Notes or Class B-1 Notes orA-1 Loans, or if no Class A-1 Notes or Class B-1 A-1 Loans are Outstanding, any Class A-2 Notes, or if no Class A-1 Notes, Class A-1 Loans or Class A-2 Notes are Outstanding, any Class C-1 Notes orB Notes, or if no Class C-1 A-1 Notes, Class A-1 Loans, Class A-2 Notes or Class B Notes are Outstanding, any Class D-1 C Notes, or if no Class A-1 Notes, Class A-1 Loans, Class A-2 Notes, Class B Notes or Class C Notes are Outstanding, any Class D Notes, shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes Debt of each Class shall accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will be payable quarterly in arrears on each Payment Date on the Aggregate Outstanding Amount thereof on as of the first day of the related Interest Accrual Period (after giving effect to payments of principal thereof on such date), except as otherwise set forth below; provided that any interest bearing Additional Debt issued after the Closing Date in accordance with the terms of this Indenture will accrue interest during the Interest Accrual Period in which such Additional Debt is issued from and including the applicable date of issuance or incurrence, as applicable, of such Additional Debt to but excluding the last day of such Interest Accrual Period at the applicable Interest Rate for such Additional Debt; provided further that, with respect to any Interest Accrual Period during which a Re-Pricing has occurred, the applicable Interest Rate of any Re-Priced Class shall reflect the applicable Re-Pricing Rate from, and including, the applicable Re-Pricing Date. Payment of interest and distributions on each Class of Secured Notes (and payments of available Interest Proceeds to the Holders of the Subordinated Notes) Securities will be subordinated to the payment of interest on each related Priority Class as provided in Section 11.1. So long as any Priority Class is Outstanding with respect to the each Class C-1 Notes or the Class D-1 Notesof Deferrable Debt, any payment of interest due on the such Class C-1 Notes or the Class D-1 Notes, respectively, of Deferrable Debt which is not available to be paid in accordance with the Priority of Payments on any Payment Date (such interest, “Deferred Interest”) shall not be considered “due and payable” for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) until the earliest of (i) the Payment Date on which funds are available to pay such Deferred Interest in accordance with the Priority of Payments, (ii) the Redemption Date with respect to such Class of Notes and (iii) the Stated Maturity of such Class of Notes). Deferred Interest on the any Class C-1 Notes and the Class D-1 Notes of Deferrable Debt shall be added to the principal balance of the such Class C-1 Notes of Deferrable Debt and the Class D-1 Notes, respectively, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments, but in any event no later than the earlier of the Payment Date (i) which is the Redemption Date with respect to such Class of Deferrable Debt and (ii) which is the Stated Maturity of such Class of Deferrable Debt. Regardless of whether any Priority Class is Outstanding with respect to the a Class C-1 Notes or the Class D-1 Notesof Deferrable Debt, to the extent that funds are not available on any Payment Date (other than the Redemption Date with respect to, or Stated Maturity of, such Class of NotesDeferrable Debt) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due and payable on such Payment Date and any failure to pay such previously accrued Deferred Interest on such Payment Date will not be an Event of Default. Interest will cease to accrue on each Secured Notethe Debt, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1 Notes or Class B-1 Notes or, if no Class A-1 Notes or Class B-1 Notes are Outstanding, any Class C-1 Notes or, if no Class C-1 Notes are Outstanding, any Class D-1 Notes, Secured Debt shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes of each Class shall accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will be payable quarterly in arrears on each Payment Date on the Aggregate Outstanding Amount thereof on as of the first day of the related Interest Accrual Period (after giving effect to payments of principal thereof on such date), except as otherwise set forth below; provided that any interest bearing Additional Securities issued after the Closing Date in accordance with the terms of this Indenture will accrue interest during the Interest Accrual Period in which such Additional Securities are issued from and including the applicable date of issuance of such Additional Securities to but excluding the last day of such Interest Accrual Period at the applicable Interest Rate for such Additional Securities; provided further that, with respect to any Interest Accrual Period during which a Re-Pricing has occurred, the applicable Interest Rate of any Re-Priced Class shall reflect the applicable Re-Pricing Rate from, and including, the applicable Re-Pricing Date. Payment of interest and distributions on each Class of Secured Notes (and payments of available Interest Proceeds to the Holders of the Subordinated Notes) Securities will be subordinated to the payment of interest on each related Priority Class as provided in Section 11.1. So long as any Priority Class is Outstanding with respect to the each Class C-1 Notes or the Class D-1 of Deferrable Notes, any payment of interest due on the such Class C-1 of Deferrable Notes or the Class D-1 Notes, respectively, which is not available to be paid in accordance with the Priority of Payments on any Payment Date (such interest, “Deferred Interest”) shall not be considered “due and payable” for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) until the earliest of (i) the Payment Date on which funds are available to pay such Deferred Interest in accordance with the Priority of Payments, (ii) the Redemption Date with respect to such Class of Notes and (iii) the Stated Maturity of such Class of Notes). Deferred Interest on the any Class C-1 Notes and the Class D-1 of Deferrable Notes shall be added to the principal balance of the such Class C-1 of Deferrable Notes and the Class D-1 Notes, respectively, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments, but in any event no later than the earlier of the Payment Date (i) which is the Redemption Date with respect to such Class of Deferrable Notes and (ii) which is the Stated Maturity of such Class of Deferrable Notes. Regardless of whether any Priority Class is Outstanding with respect to the a Class C-1 Notes or the Class D-1 of Deferrable Notes, to the extent that funds are not available on any Payment Date (other than the Redemption Date with respect to, or Stated Maturity of, such Class of Deferrable Notes) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due and payable on such Payment Date and any failure to pay such previously accrued Deferred Interest on such Payment Date will not be an Event of Default. Interest will cease to accrue on each Secured Notethe Notes, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1 Secured Notes or Class B-1 Notes or, if no Class A-1 Notes or Class B-1 Notes are Outstanding, any Class C-1 Notes or, if no Class C-1 Notes are Outstanding, any Class D-1 Notes, shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes Debt of each Class shall accrue interest during each Interest Accrual Period at the applicable Debt Interest Rate Rate, and the Class A-R Notes also accrue a Class A-R Commitment Fee, and such interest will and Class A-R Commitment Fee, as applicable, shall be payable in arrears on each Payment Quarterly Distribution Date and other Distribution Date with respect to such Class of Obligations, on the Aggregate Outstanding Amount thereof on the first day of the related Interest Accrual Period (after giving effect to payments of principal thereof on such date), except as otherwise set forth below. Payment of interest on each Class of Secured Notes Debt (and payments of available Interest Proceeds to the Holders of the Subordinated Notes) will shall be subordinated to the payment payments of interest on each the related Priority Class as provided in Section 11.1Classes. So long as any Priority Class is Classes are Outstanding with respect to the any Class C-1 Notes or the Class D-1 of Deferred Interest Notes, any payment of interest due on the such Class C-1 of Deferred Interest Notes or the Class D-1 Notes, respectively, which is not available to be paid ("Deferred Interest" with respect thereto) in accordance with the Priority of Payments Distributions on any Payment Distribution Date (such interest, “Deferred Interest”) shall not be considered “"due and payable” " for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) until the earliest of the Distribution Date (i) the Payment Date on which funds are such interest is available to pay such Deferred Interest be paid in accordance with the Priority of PaymentsDistributions, (ii) the which is a Redemption Date with respect to such Class of Notes Deferred Interest Notes, and (iii) which is the Stated Maturity of such Class of Deferred Interest Notes. Deferred Interest on the any Class C-1 Notes and the Class D-1 of Deferred Interest Notes shall not be added to the principal balance of the such Class C-1 Notes and the Class D-1 of Deferred Interest Notes, respectively, but any unpaid Deferred Interest (and any interest on such unpaid Deferred Interest) shall remain payable as accrued and unpaid interest in accordance with the terms of this Indenture. Deferred Interest on any Class of Deferred Interest Notes shall be payable on the first Payment Distribution Date on which funds are available to be used for such purpose in accordance with the Priority of Payments. Regardless Distributions, but in any event no later than the earlier of whether any Priority Class is Outstanding with respect to the Class C-1 Notes or the Class D-1 Notes, to the extent that funds are not available on any Payment Distribution Date (other than i) which is the Redemption Date with respect to, or Stated Maturity of, to such Class of Notes) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due Notes and payable on (ii) which is the Stated Maturity of such Payment Date and any failure to pay such previously accrued Class of Deferred Interest on such Payment Date will not be an Event of DefaultNotes. Interest will shall cease to accrue on each Secured NoteDebt, or in the case of a partial repayment, on such repaid part, from the date of repaymentrepayment or the respective Stated Maturity unless payment of principal is improperly withheld or unless default is otherwise made with respect to such payments of principal. To the extent lawful and enforceable, (x) interest on Deferred Interest with respect to any Class of Deferred Interest Notes shall accrue at the Debt Interest Rate for such Class until paid as provided herein and (y) interest on the interest on any interest Class A Debt or, if no Class A Debt is Outstanding, any Class B Debt or, if no Class A Debt or Class B Debt is Outstanding, any Class C Note that is not paid when due on any Class A-1 Notes or Class B-1 Notes or, if no Class A-1 Notes or Class B-1 Notes are Outstanding, any Class C-1 Notes or, if no Class C-1 Notes are Outstanding, any Class D-1 Notes, shall accrue at the Debt Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes Debt of each Class shall accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will be payable in arrears on each Payment Date on the Aggregate Outstanding Amount (and, with respect to the Class C Notes, any Deferred Interest thereon, as applicable, as described below) thereof on the first day of the related Interest Accrual Period (after giving effect to payments of principal thereof on such date), except as otherwise set forth below; provided that, for the avoidance of doubt, with respect to any payment of interest on a Redemption Date, such interest shall be determined in accordance with the calculation above solely for the period from, and including, the first day of such Interest Accrual Period through, but excluding, such Redemption Date; provided further that, with respect to any Interest Accrual Period during which a Re-Pricing has occurred, the applicable Interest Rate of any Re-Priced Class shall reflect the applicable Re-Pricing Rate from and including, the applicable Re-Pricing Date. Payment of interest on each Class of Secured Notes Debt (and payments of available Interest Proceeds to the Holders of the Subordinated Notes) will be subordinated to the payment of interest on each related Priority Class as provided in Section 11.1. So long as any Priority Class is Outstanding with respect to the Class C-1 Notes or the Class D-1 C Notes, any payment of interest due on the Class C-1 C Notes or the Class D-1 Notes, respectively, which is not available to be paid in accordance with the Priority of Payments on any Payment Date (such interest, “Deferred Interest”) shall not be considered “due and payable” for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) until the earliest of (i) the Payment Date on which funds are available to pay such Deferred Interest in accordance with the Priority of Payments, (ii) the Redemption Date or the Re-Pricing Date, as applicable, with respect to such the Class of C Notes and (iii) the Stated Maturity of such the Class of C Notes. Deferred Interest on the Class C-1 C Notes and the Class D-1 Notes shall be added to the principal balance of the Class C-1 Notes and the Class D-1 Notes, respectively, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments, but in any event no later than the earlier of the Payment Date (i) which is the Redemption Date or Re-Pricing Date, as applicable, with respect to the Class C Notes and (ii) which is the Stated Maturity of the Class C Notes. Regardless of whether any Priority Class is Outstanding with respect to the Class C-1 Notes or the Class D-1 C Notes, to the extent that funds are not available on any Payment Date (other than the Redemption Date or the Re-Pricing Date with respect to, or Stated Maturity of, such the Class of C Notes) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due and payable on such Payment Date and any failure to pay such previously accrued Deferred Interest on such Payment Date will not be an Event of Default. Interest will cease to accrue on each Secured Note, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1 Notes Debt, or Class B-1 Notes or, if no Class A-1 Notes Debt is Outstanding, any Class A-2 Notes, or if no Class A-1 Debt or Class B-1 A-2 Notes are Outstanding, any Class C-1 Notes orB Notes, or if no Class C-1 A-1 Debt, Class A-2 Notes or Class B Notes are Outstanding, any Class D-1 C Notes, shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes of each Class shall accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will be payable in arrears on each Payment Date on the Aggregate Outstanding Amount (and, with respect to the Class C-1 Notes, the Class C-2 Notes and the Class D Notes, any Deferred Interest thereon, as applicable, as described below) thereof on the first day of the related Interest Accrual Period (after giving effect to payments of principal thereof on such date), except as otherwise set forth below; provided that, for the avoidance of doubt, with respect to any payment of interest on a Redemption Date, such interest shall be determined in accordance with the calculation above solely for the period from, and including, the first day of such Interest Accrual Period through, but excluding, such Redemption Date; provided further that, with respect to any Interest Accrual Period during which a Re-Pricing has occurred, the applicable Interest Rate of any Re-Priced Class shall reflect the applicable Re-Pricing Rate from and including, the applicable Re-Pricing Date. Payment of interest on each Class of Secured Notes (and payments of available Interest Proceeds to the Holders of the Subordinated Notes) will be subordinated to the payment of interest on each related Priority Class as provided in Section 11.1. So long as any Priority Class is Outstanding with respect to the Class C-1 Notes, the Class C-2 Notes or the Class D-1 D Notes, any payment of interest due on the Class C-1 Notes, the Class C-2 Notes or the Class D-1 Notes, respectively, D Notes which is not available to be paid in accordance with the Priority of Payments on any Payment Date (such interest, “Deferred Interest”) shall not be considered “due and payable” for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) until the earliest of (i) the Payment Date on which funds are available to pay such Deferred Interest in accordance with the Priority of Payments, (ii) the Redemption Date or the Re-Pricing Date, as applicable, with respect to such the Class of C-1 Notes, the Class C-2 Notes or the Class D Notes, as applicable and (iii) the Stated Maturity of such the Class of C-1 Notes, the Class C-2 Notes or the Class D Notes, as applicable. Deferred Interest on the Class C-1 Notes and Notes, the Class D-1 C-2 Notes shall be added to the principal balance of or the Class C-1 Notes and the Class D-1 D Notes, respectivelyas applicable, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments, but in any event no later than the earlier of the Payment Date (i) which is the Redemption Date or Re-Pricing Date, as applicable, with respect to the Class C-1 Notes, the Class C-2 Notes or the Class D Notes, as applicable and (ii) which is the Stated Maturity of the Class C-1 Notes, the Class C-2 Notes or the Class D Notes, as applicable. Regardless of whether any Priority Class is Outstanding with respect to the Class C-1 Notes, the Class C-2 Notes or the Class D-1 D Notes, as applicable, to the extent that funds are not available on any Payment Date (other than the Redemption Date or Re-Pricing Date, as applicable, with respect to, or Stated Maturity of, such the Class of C-1 Notes, the Class C-2 Notes or the Class D Notes, as applicable) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due and payable on such Payment Date and any failure to pay such previously accrued Deferred Interest on such Payment Date will not be an Event of Default. Interest will cease to accrue on each Secured Note, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1 Notes A Notes, or Class B-1 Notes or, if no Class A-1 Notes or Class B-1 A Notes are Outstanding, any Class C-1 Notes orB Notes, or if no Class C-1 A Notes or Class B Notes are Outstanding, any Class D-1 C Notes, or if no Class A Notes, Class B Notes or Class C Notes are Outstanding, any Class D Notes shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes Debt of each Class shall accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will be payable in arrears on each Payment Date on the Aggregate Outstanding Amount thereof on the first day of the related Interest Accrual Period (after giving effect to payments of principal thereof on such date)) at the applicable Interest Rate from the Closing Date, and shall accrue for each period (including the first and last days thereof) specified in the definition of the term Interest Accrual Period and be payable in arrears on each Payment Date, except as otherwise set forth below. Payment of interest on each Class of Secured Notes Debt (other than the Class A Debt) (and payments of available Interest Proceeds to the Holders of the Subordinated Notes) will be subordinated to the payment of interest on each related Priority Class as provided in Section 11.1. So long as any Priority Class is Outstanding with respect to the each Class C-1 Notes or the Class D-1 of Deferrable Notes, any payment of interest due on the such Class C-1 of Deferrable Notes or the Class D-1 Notes, respectively, which is not available to be paid in accordance with the Priority of Payments on any Payment Date (such interest, “Deferred Interest”) shall not be considered “due and payable” for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) and, thereafter, will bear interest at the Interest Rate for such Class of Deferrable Notes (as applicable) until the earliest of (i) the Payment Date on which funds are available to pay such Deferred Interest in accordance with the Priority of Payments, (ii) the Redemption Date with respect to such Class of Notes Deferrable Notes, and (iii) the Stated Maturity of such Class of Deferrable Notes. Deferred Interest on the Class C-1 Deferrable Notes and the Class D-1 Notes shall be added to the principal balance of the Class C-1 Notes and the Class D-1 Notes, respectively, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments. Regardless of whether , but in any Priority Class is Outstanding with respect to the Class C-1 Notes or the Class D-1 Notes, to the extent that funds are not available on any Payment Date (other than the Redemption Date with respect to, or Stated Maturity of, such Class of Notes) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due and payable on such Payment Date and any failure to pay such previously accrued Deferred Interest on such Payment Date will not be an Event of Default. Interest will cease to accrue on each Secured Note, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1 Notes or Class B-1 Notes or, if event no Class A-1 Notes or Class B-1 Notes are Outstanding, any Class C-1 Notes or, if no Class C-1 Notes are Outstanding, any Class D-1 Notes, shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.later

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes of each Class shall accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will shall be payable in arrears on each Payment Date on the Aggregate Outstanding Amount thereof on the first day of the related Interest Accrual Period (in each case after giving effect to payments of principal thereof on such date), ) except as otherwise set forth below. Payment of interest on each Class of Secured Notes (and payments of available Interest Proceeds to the Holders of the Subordinated Notes) will shall be subordinated to the payment of interest on each related Priority Class as provided in Section 11.1. So long as any Priority Class is Outstanding with respect to the a Class C-1 Notes or the Class D-1 of Deferred Interest Secured Notes, any payment of interest due pursuant to the applicable Priority of Payments on the such Class C-1 of Deferred Interest Secured Notes or the Class D-1 Notes, respectively, which that is not available to be paid (“Deferred Interest”) in accordance with the applicable Priority of Payments on any Payment Date (such interest, “Deferred Interest”) shall not be considered “due and payable” for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) until the earliest of (i) the Payment Date on which funds are available to pay such Deferred Interest in accordance with the applicable Priority of Payments, (ii) the Redemption Date with respect to such Class of Deferred Interest Secured Notes and (iii) the Stated Maturity of such Class of Deferred Interest Secured Notes. Deferred Interest on the any Class C-1 Notes and the Class D-1 of Deferred Interest Secured Notes shall be added to the principal balance of the such Class C-1 Notes and the Class D-1 of Deferred Interest Secured Notes, respectively, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the applicable Priority of Payments, but in any event no later than the earlier of the Payment Date (i) which is the Redemption Date with respect to such Class of Deferred Interest Secured Notes and (ii) which is the Stated Maturity of such Class of Deferred Interest Secured Notes. Regardless To the extent that any Deferred Interest exists with respect to the Class C Reinvesting Note Amount or the Class D Reinvesting Note Amount on the First Static Date and/or the Second Static Date, the First Static Direction Percentage (with respect to the First Static Date) and/or the Second Static Direction Percentage (with respect to the Second Static Date) of whether such Deferred Interest shall be allocable to the Class C First Static Note Amount or the Class C Second Static Note Amount, as applicable, the Class D First Static Note Amount or the Class D Second Static Note Amount, as applicable, and shall be payable in accordance with the immediately preceding sentence. To the extent that any Deferred Interest exists with respect to a Class of Deferred Interest Secured Notes after the First Static Date and/or the Second Static Date, such Deferred Interest shall be allocable to the Note Amount corresponding to the applicable Portfolio and Priority of Payments that such Deferred Interest results from. So long as any Priority Class is Outstanding with respect to the a Class C-1 Notes or the Class D-1 of Deferred Interest Secured Notes, to the extent that funds are not available on any Payment Date (other than the Redemption Date with respect to, or Stated Maturity of, such Class of NotesObligations) to pay previously accrued and related Deferred InterestInterest pursuant to the applicable Priority of Payments, such previously accrued and related Deferred Interest will shall not be due and payable on such Payment Date for the purposes of Section 5.1(a) and any failure to pay such previously accrued and related Deferred Interest on such Payment Date will shall not be an Event of Default. Interest will shall cease to accrue on each Secured Note, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1 Notes or Class B-1 A Notes or, if no Class A-1 Notes or Class B-1 A Notes are OutstandingOutstanding with respect to the applicable Priority of Payments, any Class C-1 B Notes, or if there are no Class B Notes Outstanding with respect to the applicable Priority of Payments, any Class C Notes, or if there are no Class C Notes Outstanding with respect to the applicable Priority of Payments, any Class D Notes or, if there are no Class C-1 D Notes are OutstandingOutstanding with respect to the applicable Priority of Payments, any Class D-1 Notes, D Notes shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes of each Class shall accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will be payable in arrears on each Payment Date on the Aggregate Outstanding Amount thereof on the first day of the related Interest Accrual Period (after giving effect to payments of principal thereof on such date), except as otherwise set forth below. Payment of interest on each Class of Secured Notes (and payments of available Interest Proceeds to the Holders of the Subordinated Notes) will be subordinated to the payment of interest on each related Priority Class as provided in Section 11.1. So long as any Priority Class is Outstanding with respect to the Class C-1 B Notes or and/or the Class D-1 NotesC notes, any payment of interest due on the Class C-1 B Notes or and/or the Class D-1 C Notes, respectivelyas applicable, which is not available to be paid (“Deferred Interest”) in accordance with the Priority of Payments on any Payment Date (such interest, “Deferred Interest”) shall not be considered “due and payable” for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) until the earliest of (i) the Payment Date on which funds are available to pay such Deferred Interest in accordance with the Priority of Payments, (ii) the Redemption Date with respect to such the Class of B Notes and/or the Class C Notes, as applicable, and (iii) the Stated Maturity of such the Class of B Notes and/or the Class C Notes, as applicable. Deferred Interest on the Class C-1 B Notes and and/or the Class D-1 Notes C Notes, as applicable, shall be added to the unpaid principal balance amount of the Class C-1 B Notes and and/or the Class D-1 C Notes, respectivelyas applicable, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments, but in any event no later than the earlier of the Payment Date (i) which is the Redemption Date with respect to the Class B Notes and/or the Class C Notes, as applicable, and (ii) which is the Stated Maturity of the Class B Notes and/or the Class C Notes, as applicable. Regardless of whether any Priority Class is Outstanding with respect to the Class C-1 B Notes or and/or the Class D-1 C Notes, as applicable, to the extent that funds are not available on any Payment Date (other than the Redemption Date with respect to, or Stated Maturity of, such the Class of B Notes and/or the Class C Notes, as applicable) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due and payable on such Payment Date and any failure to pay such previously accrued Deferred Interest on such Payment Date will not be an Event of Default. Interest will cease to accrue on each Secured Note, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1 Notes Note or Class B-1 Notes A-2 Note or, if no Class A-1 Notes or Class B-1 A Notes are Outstanding, any Class C-1 Notes B Note or, if no Class C-1 B Notes are Outstanding, any Class D-1 C Notes, shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear accrue interest at a stated rate. Distributions in respect rate and shall be entitled to distributions of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose Interest Proceeds in accordance with Section 11.1the Priority of Payments.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Class A Notes of each Class shall accrue interest during each Interest Accrual Period at the applicable Interest Rate for such Interest Period, and such interest will on the Class A Notes shall be payable in arrears on each Payment Date on the Aggregate Outstanding Amount thereof on the first day of the related Interest Accrual Period (after giving effect to payments of principal thereof on such date), except as otherwise set forth below. Payment of interest on each Class of Secured Notes (and payments of available Interest Proceeds to the Holders of the Subordinated Notes) will be subordinated to the payment of interest on each related Priority Class as provided in Section 11.1. So long as any Priority Class is Outstanding with respect to the Class C-1 Notes or the Class D-1 Notes, any payment of interest due on the Class C-1 Notes or the Class D-1 Notes, respectively, which is not available to be paid in accordance with the Priority of Payments on any Payment Date (such interest, “Deferred Interest”) shall not be considered “due and payable” for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) until the earliest of (i) the Payment Date on which funds are available to pay such Deferred Interest in accordance with the Priority of Payments, (ii) the Redemption Date with respect to such Class of Notes and (iii) the Stated Maturity of such Class of Notes. Deferred Interest on the Class C-1 Notes and the Class D-1 Notes shall be added to the principal balance of the Class C-1 Notes and the Class D-1 Notes, respectively, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments. Regardless of whether any Priority Class is Outstanding with respect to Interest on the Class C-1 A Notes or will accrue on the Aggregate Outstanding Amount thereof (including on the principal amount of any Class A Notes issued under Section 2.4(a) and on Additional Notes issued during such Interest Period) on each day during each Interest Period, provided that the aggregate amount of interest payable on the Class D-1 Notes, to A Notes on the extent that funds are not available on any Payment Date (other than the Redemption Date with respect to, or Stated Maturity of, such Class of Notes) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due and payable on such Payment Date and any failure to pay such previously accrued Deferred Interest on such first Payment Date will be determined as if Class A Notes in an aggregate principal amount equal to the Initial Principal Amount were issued and Outstanding during the period from December 18, 2014 through the Closing Date notwithstanding that such Class A Notes are not be an Event of Defaultissued until the Closing Date. Interest accrued on the Class A Notes for each Interest Period will be payable in arrears on the related Payment Date. Interest shall cease to accrue on each Secured Class A Note, or in the case of a partial repayment, on such repaid part, from the date of repaymentrepayment or the Stated Maturity unless payment of principal is improperly withheld or unless default is otherwise made with respect to such payments of principal. To the extent lawful and enforceable, interest on the interest on any interest Class A Note that is not paid when due on any Class A-1 Notes or Class B-1 Notes or, if no Class A-1 Notes or Class B-1 Notes are Outstanding, any Class C-1 Notes or, if no Class C-1 Notes are Outstanding, any Class D-1 Notes, shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest herein If at a stated rate. Distributions in respect of interest will be made on any date (the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.“Class A Minimum Amount Trigger Date”):

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes Debt of each Class shall accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will be payable in arrears on each Payment Date on the Aggregate Outstanding Amount thereof on the first day of the related Interest Accrual Period (after giving effect to payments of principal thereof on such datePayment Date, and for the avoidance of doubt, without giving effect to the proviso to the definition of "Interest Accrual Period" addressing Fixed Rate Debt), except as otherwise set forth below. Payment of interest on each Class of Secured Notes Debt (and payments of available Interest Proceeds to the Holders of the Subordinated Notes) will be subordinated to the payment of interest on each related Priority Class as provided in Section 11.111.1 (Disbursements of Monies from Payment Account) and Section 13.1 (Subordination). So long as any Priority Class is Outstanding with respect to the Class C-1 Notes or the Class D-1 Notesa Deferrable Class, any payment of interest due on the any such Deferrable Class C-1 Notes or the Class D-1 Notes, respectively, which is not available to be paid ("Deferred Interest") in accordance with the Priority of Payments on any Payment Date (such interest, “Deferred Interest”) shall not be considered “"due and payable” " for the purposes of Section 5.1(a) (Events of Default) (and the failure to pay such interest shall not be an Event of Default) until the earliest of (i) the Payment Date on which funds are available to pay such Deferred Interest in accordance with the Priority of Payments, (ii) the Redemption Date with respect to such Class of Notes Debt and (iii) the Stated Maturity of such Class of NotesDebt. Deferred Interest on the any Deferrable Class C-1 Notes and the Class D-1 Notes shall be added to the principal balance of the Class C-1 Notes and the Class D-1 Notes, respectively, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments, but in any event no later than the earlier of the Payment Date (i) which is the Redemption Date with respect to such Class of Debt and (ii) which is the Stated Maturity of such Class of Debt. Regardless of whether any Priority Class is Outstanding with respect to the Class C-1 Notes or the Class D-1 Notesa Deferrable Class, to the extent that funds are not available on any Payment Date (other than the Redemption Date with respect to, or Stated Maturity of, such Class of NotesDebt) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due and payable on such Payment Date Date, but will be deferred and added to the principal balance of such Class for all purposes (including, for purposes of the Overcollateralization Ratio Tests) and, thereafter, such Deferred Interest shall accrue interest at the Interest Rate for such Class until paid as provided herein, and any failure to pay such previously accrued Deferred Interest on such Payment Date will not be an Event of Default. Interest will cease to accrue on each the Secured NoteDebt, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1A Notes, Class A-1 Loans, Class A-1AL Notes, Class A-1B Notes or Class B-1 A-2 Notes or, if there are no Class A-1A Notes, Class A-1 Loans, Class A-1AL Notes, Class A-1B Notes or Class B-1 A-2 Notes Outstanding, any Class B Notes, or if no Class B Notes are Outstanding, any Class C-1 C Notes or, if no Class C-1 Notes are Outstanding, any Class D-1 Notes, shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes of each Class shall accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will be payable in arrears on each Payment Date on the Aggregate Outstanding Amount (and, with respect to the Class C Notes and the Class D Notes, any Deferred Interest thereon, as applicable, as described below) thereof on the first day of the related Interest Accrual Period (after giving effect to payments of principal thereof on such date), except as otherwise set forth below; provided that, for the avoidance of doubt, with respect to any payment of interest on a Redemption Date, such interest shall be determined in accordance with the calculation above solely for the period from, and including, the first day of such Interest Accrual Period through, but excluding, such Redemption Date; provided further that, with respect to any Interest Accrual Period during which a Re-Pricing has occurred, the applicable Interest Rate of any Re-Priced Class shall reflect the applicable Re-Pricing Rate from and including, the applicable Re-Pricing Date. Payment of interest on each Class of Secured Notes (and payments of available Interest Proceeds to the Holders of the Subordinated Notes) will be subordinated to the payment of interest on each related Priority Class as provided in Section 11.1. So long as any Priority Class is Outstanding with respect to the Class C-1 C Notes or the Class D-1 D Notes, any payment of interest due on the Class C-1 C Notes or the Class D-1 D Notes, respectivelyas applicable, which is not available to be paid (“Deferred Interest”) in accordance with the Priority of Payments on any Payment Date (such interest, “Deferred Interest”) shall not be considered “due and payable” for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) until the earliest of (i) the Payment Date on which funds are available to pay such Deferred Interest in accordance with the Priority of Payments, (ii) the Redemption Date or Re-Pricing Date, as applicable, with respect to such Class of Notes and (iii) the Stated Maturity of such Class of Notes. Deferred Interest on the Class C-1 C Notes and the Class D-1 D Notes shall be added to the principal balance of the Class C-1 Notes and the Class D-1 Notes, respectively, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments, but in any event no later than the earlier of the Payment Date (i) which is the Redemption Date or Re-Pricing Date, as applicable, with respect to such Class of Notes and (ii) which is the Stated Maturity of such Class of Notes. Regardless of whether any Priority Class is Outstanding with respect to the Class C-1 C Notes or the Class D-1 D Notes, as applicable, to the extent that funds are not available on any Payment Date (other than the Redemption Date or Re-Pricing Date, as applicable, with respect to, or Stated Maturity of, such Class of Notes) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due and payable on such Payment Date and any failure to pay such previously accrued Deferred Interest on such Payment Date will not be an Event of Default. Interest will cease to accrue on each Secured Note, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1 A Notes or Class B-1 Notes orB Notes, or if no Class A-1 A Notes or Class B-1 B Notes are Outstanding, any Class C-1 Notes orC Notes, or if no Class C-1 A Notes, Class B Notes or Class C Notes are Outstanding, any Class D-1 D Notes, shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes of each Class shall accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will shall be payable in arrears on each Payment Date on the Aggregate Outstanding Amount thereof on the first day of the related Interest Accrual Period (in each case after giving effect to payments of principal thereof on such date), ) except as otherwise set forth below. Payment of interest on each Class of Secured Notes (and payments of available Interest Proceeds to the Holders of the Subordinated Notes) will shall be subordinated to the payment of interest on each related Priority Class as provided in Section 11.1. So long as any Priority Class is Outstanding with respect to the a Class C-1 Notes or the Class D-1 of Deferred Interest Secured Notes, any payment of interest due pursuant to the Priority of Payments on the such Class C-1 of Deferred Interest Secured Notes or the Class D-1 Notes, respectively, which that is not available to be paid (“Deferred Interest”) in accordance with the Priority of Payments on any Payment Date (such interest, “Deferred Interest”) shall not be considered “due and payable” for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) until the earliest of (i) the Payment Date on which funds are available to pay such Deferred Interest in accordance with the Priority of Payments, (ii) the Redemption Date with respect to such Class of Deferred Interest Secured Notes and (iii) the Stated Maturity of such Class of Deferred Interest Secured Notes. Deferred Interest on the any Class C-1 Notes and the Class D-1 of Deferred Interest Secured Notes shall be added to the principal balance of the such Class C-1 Notes and the Class D-1 of Deferred Interest Secured Notes, respectively, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments, but in any event no later than the earlier of the Payment Date (i) which is the Redemption Date with respect to such Class of Deferred Interest Secured Notes and (ii) which is the Stated Maturity of such Class of Deferred Interest Secured Notes. Regardless of whether So long as any Priority Class is Outstanding with respect to the a Class C-1 Notes or the Class D-1 of Deferred Interest Secured Notes, to the extent that funds are not available on any Payment Date (other than the Redemption Date with respect to, or Stated Maturity of, such Class of Notes) to pay previously accrued and related Deferred InterestInterest pursuant to the Priority of Payments, such previously accrued and related Deferred Interest will shall not be due and payable on such Payment Date and any failure to pay such previously accrued and related Deferred Interest on such Payment Date will shall not be an Event of Default. Interest will shall cease to accrue on each Secured NoteNotes, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1 Notes or Class B-1 A Notes or, if no Class A-1 Notes or Class B-1 A Notes are OutstandingOutstanding with respect to the Priority of Payments, any Class C-1 Notes orB Notes, or if there are no Class C-1 B Notes are OutstandingOutstanding with respect to the Priority of Payments, any Class D-1 Notes, C Notes shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes Debt of each Class shall accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will be payable quarterly in arrears on each Payment Date on the Aggregate Outstanding Amount thereof on as of the first day of the related Interest Accrual Period (after giving effect to payments of principal thereof on such date), except as otherwise set forth below; provided that any interest bearing Additional Secured Debt issued or incurred after the ClosingFirst Refinancing Date in accordance with the terms of this Indenture will accrue interest during the Interest Accrual Period in which such Additional Secured Debt is issued from and including the applicable date of issuance or incurrence, as applicable, of such Additional Secured Debt to but excluding the last day of such Interest Accrual Period at the applicable Interest Rate for such Additional Secured Debt; provided further that, with respect to any Interest Accrual Period during which a Re-Pricing has occurred, the applicable Interest Rate of any Re-Priced Class shall reflect the applicable Re-Pricing Rate from, and including, the applicable Re-Pricing Date. Payment of interest and distributions on each Class of Secured Notes (Debt and payments of available Interest Proceeds to the Holders of on the Subordinated Notes) Securities will be subordinated to the payment of interest on each related Priority Class as provided in Section 11.1. So long as any Priority Class is Outstanding with respect to the each Class C-1 Notes or the Class D-1 of Deferrable Notes, any payment of interest due on the such Class C-1 of Deferrable Notes or the Class D-1 Notes, respectively, which is not available to be paid in accordance with the Priority of Payments on any Payment Date (such interest, “Deferred Interest”) shall not be considered “due and payable” for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) until the earliest of (i) the Payment Date on which funds are available to pay such Deferred Interest in accordance with the Priority of Payments, (ii) the Redemption Date with respect to such Class of Notes and (iii) the Stated Maturity of such Class of Notes). Deferred Interest on the any Class C-1 Notes and the Class D-1 of Deferrable Notes shall be added to the principal balance of the such Class C-1 of Deferrable Notes and the Class D-1 Notes, respectively, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments, but in any event no later than the earlier of the Payment Date (i) which is the Redemption Date with respect to such Class of Deferrable Notes and (ii) which is the Stated Maturity of such Class of Deferrable Notes. Regardless of whether any Priority Class is Outstanding with respect to the a Class C-1 Notes or the Class D-1 of Deferrable Notes, to the extent that funds are not available on any Payment Date (other than the Redemption Date with respect to, or Stated Maturity of, such Class of Deferrable Notes) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due and payable on such Payment Date and any failure to pay such previously accrued Deferred Interest on such Payment Date will not be an Event of Default. Interest will cease to accrue on each Secured Notethe Notes, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1 Notes A Notes, Class A-F Notes, Class A Loans or Class B-1 Notes or, if no Class A-1 Notes or Class B-1 Notes are Outstanding, any Class C-1 Notes or, if no Class C-1 Notes are Outstanding, any Class D-1 Notes, B NotesSecured Debt shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes of each Class shall accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will be payable in arrears on each Payment Date on the Aggregate Outstanding Amount thereof on the first day of the related Interest Accrual Period (in each case after giving effect to payments of principal thereof on such date), except as otherwise set forth below. Payment of interest on each Class of Secured Notes (and payments of available Interest Proceeds to the Holders of the Subordinated Notes) will be subordinated to the payment of interest on each related Priority Class as provided in Section 11.1. So long as any Priority Class is Outstanding with respect to the Class C-1 Notes or the Class D-1 Deferrable Notes, any payment of interest due on the Class C-1 Notes or the Class D-1 Deferrable Notes, respectively, which is not available to be paid (“Deferred Interest”) in accordance with the Priority of Payments on any Payment Date (such interest, “Deferred Interest”) shall not be considered “due and payable” for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) and, thereafter, will bear interest at the Interest Rate for such Class of Deferrable Notes (as applicable) until the earliest of (i) the Payment Date on which funds are available to pay such Deferred Interest in accordance with the Priority of Payments, (ii) the Redemption Date with respect to such Class of Notes and (iii) the Stated Maturity of such Class of Notes. Deferred Interest on the Class C-1 Deferrable Notes and the Class D-1 Notes shall be added to the principal balance of the Class C-1 Notes and the Class D-1 Notes, respectively, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments, but in any event no later than the earlier of the Payment Date (i) which is the Redemption Date with respect to such Class of Notes and (ii) which is the Stated Maturity of such Class of Notes. Regardless of whether any Priority Class is Outstanding with respect to the Class C-1 Notes or the Class D-1 Deferrable Notes, to the extent that funds are not available on any Payment Date (other than the Redemption Date with respect to, or Stated Maturity of, such Class of Notes) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due and payable on such Payment Date and any failure to pay such previously accrued Deferred Interest on such Payment Date will not be an Event of Default. Interest will cease to accrue on each Secured Note, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1 Notes or Class B-1 A Notes or, if no Class A-1 A Notes or Class B-1 Notes are Outstanding, any Class C-1 Notes or, if no Class C-1 Notes are Outstanding, any Class D-1 B Notes, shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes NotesDebt of each Class shall accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will shall be payable in arrears on each Payment Date on the Aggregate Outstanding Amount thereof on the first day of the related Interest Accrual Period (in each case after giving effect to payments of principal thereof on such date), ) except as otherwise set forth below. Payment of interest on each Class of Secured Notes NotesDebt (and payments of available Interest Proceeds to the Holders of the Subordinated Notes) will shall be subordinated to the payment of interest on each related Priority Class as provided in Section 11.1. So long as any Priority Class is Outstanding with respect to the a Class C-1 Notes or the Class D-1 of Deferred Interest Secured Notes, any payment of interest due pursuant to the Priority of Payments on the such Class C-1 of Deferred Interest Secured Notes or the Class D-1 Notes, respectively, which that is not available to be paid (“Deferred Interest”) in accordance with the Priority of Payments on any Payment Date (such interest, “Deferred Interest”) shall not be considered “due and payable” for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) until the earliest of (i) the Payment Date on which funds are available to pay such Deferred Interest in accordance with the Priority of Payments, (ii) the Redemption Date with respect to such Class of Deferred Interest Secured Notes and (iii) the Stated Maturity of such Class of Deferred Interest Secured Notes. Deferred Interest on the any Class C-1 Notes and the Class D-1 of Deferred Interest Secured Notes shall be added to the principal balance of the such Class C-1 Notes and the Class D-1 of Deferred Interest Secured Notes, respectively, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments, but in any event no later than the earlier of the Payment Date (i) which is the Redemption Date with respect to such Class of Deferred Interest Secured Notes and (ii) which is the Stated Maturity of such Class of Deferred Interest Secured Notes. Regardless of whether So long as any Priority Class is Outstanding with respect to the a Class C-1 Notes or the Class D-1 of Deferred Interest Secured Notes, to the extent that funds are not available on any Payment Date (other than the Redemption Date with respect to, or Stated Maturity of, such Class of Notes) to pay previously accrued and related Deferred InterestInterest pursuant to the Priority of Payments, such previously accrued and related Deferred Interest will shall not be due and payable on such Payment Date for the purposes of Section 5.1(a) and any failure to pay such previously accrued and related Deferred Interest on such Payment Date will shall not be an Event of Default. Interest will shall cease to accrue on each Class of Secured NoteNotesDebt, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1 Notes or Class B-1 Notes A Notes-1 Debt or, if no Class A-1 A Notes or Class B-1 Notes are Outstandingare-1 Debt is Outstanding with respect to the Priority of Payments, any Class C-1 Notes orBA-2-R Notes, or if there are no Class C-1 BA-2-R Notes are OutstandingOutstanding with respect to the Priority of Payments, any Class D-1 CB-R Notes, or if there are no Class B-R Notes Outstanding with respect to the Priority of Payments, any Class C-R Notes shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes of each Class shall accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will be payable in arrears on each Payment Date, subject to Section 10.2(f), each Interim Payment Date and each Redemption Date that is not a Payment Date and, following an Enforcement Event, any other date fixed by the Trustee on the Aggregate Outstanding Amount thereof on the first day of the related Interest Accrual Period (after giving effect to payments of principal thereof on such date), except as otherwise set forth below. Payment of interest on each Class of Secured Notes (and payments of available Interest Proceeds to the Holders of the Subordinated Notes) will be subordinated to the payment of interest on each related Priority Class as provided in Section 11.1. So long as any Priority Class of Secured Notes is Outstanding with respect to the Class C-1 Notes or the Class D-1 Deferrable Notes, any payment of interest due on the Class C-1 Notes or the Class D-1 Deferrable Notes, respectively, which is not available to be paid (“Deferred Interest”) in accordance with the Priority of Payments on any Payment Date (such interest, “Deferred Interest”) shall not be considered “due and payable” for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) ), but will be deferred and will bear interest at the Interest Rate for such Class of Secured Notes until the earliest of (i) the Payment Date on which funds are available to pay such Deferred Interest in accordance with the Priority of Payments, (ii) the Redemption Date with respect to such Class of Notes Secured Notes, (iii) the Interim Payment Date on which accrued and unpaid interest of such Class is paid pursuant to Section 10.2(f) and (iiiiv) the Stated Maturity of such Class of Secured Notes. Deferred Interest on the Class C-1 Notes and the Class D-1 Notes shall be added to the principal balance of the Class C-1 Notes and the Class D-1 Notes, respectively, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments. Regardless of whether any Priority Class of Secured Notes is Outstanding with respect to the Class C-1 Notes or the Class D-1 Deferrable Notes, to the extent that funds are not available on any Payment Date (other than the Redemption Date with respect to, or Stated Maturity of, such Class of Secured Notes) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due and payable on such Payment Date and any failure to pay such previously accrued Deferred Interest on such Payment Date will not be an Event of Default. Interest will cease to accrue on each Secured Note, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1 Notes Notes, or Class B-1 A-2 Notes or, if no Class A-1 Notes or Class B-1 A-2 Notes are Outstanding, any Class C-1 B Notes or, if no Class C-1 B Notes are Outstanding, any Class D-1 Notes, C Notes shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes Debt of each Class shall accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will be payable in arrears on each Payment Date on the Aggregate Outstanding Amount (and, with respect to the Deferrable Notes, any Deferred Interest thereon, as applicable, as described below) thereof on the first day of the related Interest Accrual Period (after giving effect to payments of principal thereof on such date), except as otherwise set forth below; provided that, for the avoidance of doubt, with respect to any payment of interest on a Redemption Date, such interest shall be determined in accordance with the calculation above solely for the period from, and including, the first day of such Interest Accrual Period through, but excluding, such Redemption Date. Payment of interest on each Class of Secured Notes Debt (and payments of available Interest Proceeds to the Holders of the Subordinated NotesInterests) will be subordinated to the payment of interest on each related Priority Class as provided in Section 11.1. So long as any Priority Class is Outstanding with respect to the Class C-1 Notes or the Class D-1 Deferrable Notes, any payment of interest due on the Class C-1 Deferrable Notes or the Class D-1 Notes, respectively, which is not available to be paid (“Deferred Interest”) in accordance with the Priority of Payments on any Payment Date (such interest, “Deferred Interest”) shall not be considered “due and payable” for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) until the earliest of (i) the Payment Date on which funds are available to pay such Deferred Interest in accordance with the Priority of Payments, (ii) the Redemption Date with respect to such Class of the Deferrable Notes and (iii) the Stated Maturity of such Class of the Deferrable Notes. Deferred Interest on the Class C-1 Deferrable Notes and the Class D-1 Notes shall be added to the principal balance of the Class C-1 Notes and the Class D-1 Notes, respectively, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments, but in any event no later than the earlier of the Payment Date (i) which is the Redemption Date with respect to the Deferrable Notes and (ii) which is the Stated Maturity of the Deferrable Notes. Regardless of whether any Priority Class is Outstanding with respect to the Class C-1 Notes or the Class D-1 Deferrable Notes, to the extent that funds are not available on any Payment Date (other than the Redemption Date with respect to, or Stated Maturity of, such Class of the Deferrable Notes) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due and payable on such Payment Date and any failure to pay such previously accrued Deferred Interest on such Payment Date will not be an Event of Default. Interest will cease to accrue on each Class of Secured NoteDebt, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1 Notes A Notes, Class A-L Loans or Class B-1 Notes orB Notes, or if no Class A-1 Notes A Notes, Class A-L Loans or Class B-1 B Notes are Outstanding, any Class C-1 C Notes or, or if no Class C-1 C Notes are Outstanding, any Class D-1 Notes, D Notes shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Each Class of Secured Notes of each Class shall will accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will be payable in arrears on each Payment Date on the Aggregate Outstanding Amount thereof on as of the first day of the related Interest Accrual Period (after giving effect to payments of principal thereof on such date), except as otherwise set forth below) at the applicable Interest Rate and such interest will be payable in arrears on each Payment Date. Payment of interest on each Class of Secured Notes (and payments of available Interest Proceeds to the Holders of the Subordinated Notes) will be subordinated to the payment of interest on each related Priority Class as provided in Section 11.1Class. So long as any Priority Class is Outstanding with respect to the Class C-1 Notes or the Class D-1 Notes, any Any payment of interest due on a Class of Deferred Interest Secured Notes on any Payment Date, to the Class C-1 Notes or the Class D-1 Notes, respectively, which is extent sufficient funds are not available to be paid make such payment in accordance with the Priority of Payments on any such Payment Date (Date, but only if one or more Priority Classes of Notes is outstanding with respect to such interestClass of Deferred Interest Secured Notes, shall constitute “Secured Note Deferred Interest”) shall ” with respect to such Class and will not be considered “due and payable” for the purposes of Section 5.1(a) (and the failure to pay on such interest shall Payment Date, and, although such amounts will not be an Event added to the principal amount of Default) the related Class, such amounts will be deferred and will bear interest at the Interest Rate applicable to such Class of Secured Notes, until the earliest earlier of (i) the Payment Date date on which funds such amounts are available to pay such Deferred Interest in accordance with the Priority of Payments, paid and (ii) the Redemption Date with respect to such Class of Notes and (iii) the Stated Maturity of such the applicable Class of Secured Notes. ; provided, that any such Secured Note Deferred Interest on must, in any case, be paid no later than the Class C-1 Notes and the Class D-1 Notes shall be added to the principal balance earlier of the Class C-1 Notes and the Class D-1 Notes, respectively, and shall be payable on the first Payment Redemption Date on which funds are available to be used for or Stated Maturity of such purpose in accordance with the Priority of PaymentsClass. Regardless of whether any Priority Class of Secured Notes is Outstanding outstanding with respect to the any Class C-1 Notes or the Class D-1 of Deferred Interest Secured Notes, to the extent that funds are not available on any Payment Date (other than the Redemption Date with respect to, or Stated Maturity of, such Class of Notes) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due and payable on such Payment Date and any failure to pay such previously accrued Deferred Interest on such Payment Date will not be an Event of Default. Interest will cease to accrue on each Secured Note, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1 Notes or Class B-1 Notes or, if no Class A-1 Notes or Class B-1 Notes are Outstanding, any Class C-1 Notes or, if no Class C-1 Notes are Outstanding, any Class D-1 Notes, shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.the

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes of each Class shall accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will be payable in arrears on each Payment Date on the Aggregate Outstanding Amount thereof (x) in the case of the Secured Notes other than the Class A-1R Notes, on the first day of the related Interest Accrual Period (in each case after giving effect to payments of principal thereof on such date)) and (y) in the case of each Borrowing, on the average daily balance of such Borrowing during the applicable Interest Accrual Period, in each case, except as otherwise set forth below; provided, however, that, if the applicable Borrowing is made after the end of a Collection Period and before the related Payment Date, interest accrued during such period will not be payable on such Payment Date and will be payable instead on the following Payment Date. Payment of interest on each Class of Secured Notes (and payments of available Interest Proceeds to the Holders of the Subordinated Notes) will be subordinated to the payment of interest on each related Priority Class as provided in Section 11.1. Solely for purposes of calculating interest on the drawn balance of the Class A-1R Notes during the Reinvestment Period, if one or more Borrowings is made during an Interest Accrual Period during the Reinvestment Period, and, during such Interest Accrual Period one or more Prepayments is made in accordance with Section 9.7, such Prepayment shall be made among the draws on such Class A-1R Notes in the priority directed by the Collateral Manager. So long as any Priority Class is Outstanding with respect to the Class C-1 B Notes or the Class D-1 C Notes, any payment of interest due on the Class C-1 B Notes or the Class D-1 C Notes, respectively, which is not available to be paid ("Deferred Interest") in accordance with the Priority of Payments on any Payment Date (such interest, “Deferred Interest”) shall not be considered “"due and payable” " for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) until the earliest of (i) the Payment Date on which funds are available to pay such Deferred Interest in accordance with the Priority of Payments, (ii) the Redemption Date with respect to such Class of Notes and (iii) the Stated Maturity of such Class of Notes. Deferred Interest on the Class C-1 B Notes and or the Class D-1 C Notes shall be added to the principal balance of the Class C-1 B Notes and or the Class D-1 C Notes, respectively, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments, but in any event no later than the earlier of the Payment Date (i) which is the Redemption Date with respect to such Class of Notes and (ii) which is the Stated Maturity of such Class of Notes. Regardless of whether any Priority Class is Outstanding with respect to the Class C-1 B Notes or the Class D-1 C Notes, to the extent that funds are not available on any Payment Date (other than the Redemption Date with respect to, or Stated Maturity of, such Class of Notes) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due and payable on such Payment Date and any failure to pay such previously accrued Deferred Interest on such Payment Date will not be an Event of Default. Interest will cease to accrue on each Secured Note, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1 Notes or Class B-1 Notes A Note or, if no Class A-1 Notes or Class B-1 A Notes are Outstanding, any Class C-1 Notes orB Notes, or if no Class C-1 B Notes are Outstanding, any Class D-1 Notes, C Notes shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes of each Class shall accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will be payable in arrears on each Payment Date or Interim Payment Date (solely with respect to any Class that will have an Aggregate Outstanding Amount equal to zero following the payment of Principal Proceeds on such Interim Payment Date) on the Aggregate Outstanding Amount thereof on the first day of the related Interest Accrual Period (after giving effect to payments of principal thereof on such date), except as otherwise set forth below; provided that, for the avoidance of doubt, with respect to any payment of interest on a Redemption Date, such interest shall be determined in accordance with the calculation above solely for the period from, and including, the first day of such Interest Accrual Period through, but excluding, such Redemption Date; provided further, that, notwithstanding the foregoing, the Aggregate Outstanding Amount of any Class of Notes paid on an Interim Payment Date pursuant to Section 10.2(h) shall be redetermined after giving effect to such payment for purposes of the Notes of such Class accruing interest pursuant to this Section 2.7(a) for the period following such Interim Payment Date (but, for the avoidance of doubt, not for the period preceding such Interim Payment Date). Payment of interest on each Class of Secured Notes (and payments of available Interest Proceeds to the Holders of the Subordinated Notes) will be subordinated to the payment of interest on each related Priority Class as provided in Section 11.1. So long as any Priority Class is Outstanding with respect to the Class C-1 Notes or the Class D-1 Notes, any payment of interest due on the Class C-1 Notes or the Class D-1 Notes, respectively, which is not available to be paid in accordance with the Priority of Payments on any Payment Date (such interest, “Deferred Interest”) shall not be considered “due and payable” for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) until the earliest of (i) the Payment Date on which funds are available to pay such Deferred Interest in accordance with the Priority of Payments, (ii) the Redemption Date with respect to such Class of Notes and (iii) the Stated Maturity of such Class of Notes. Deferred Interest on the Class C-1 Notes and the Class D-1 Notes shall be added to the principal balance of the Class C-1 Notes and the Class D-1 Notes, respectively, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments. Regardless of whether any Priority Class is Outstanding with respect to the Class C-1 Notes or the Class D-1 Notes, to the extent that funds are not available on any Payment Date (other than the Redemption Date with respect to, or Stated Maturity of, such Class of Notes) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due and payable on such Payment Date and any failure to pay such previously accrued Deferred Interest on such Payment Date will not be an Event of Default. Interest will cease to accrue on each Secured Note, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1 Notes A Notes, or Class B-1 Notes or, if no Class A-1 Notes or Class B-1 A Notes are Outstanding, any Class C-1 Notes or, if no Class C-1 Notes are Outstanding, any Class D-1 Notes, shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes of each Class shall accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will be payable in arrears on each Payment Date on the Aggregate Outstanding Amount (and, with respect to the Class C Notes and the Class D Notes, any Deferred Interest thereon, as applicable, as described below) thereof on the first day of the related Interest Accrual Period (after giving effect to payments of principal thereof on such date), except as otherwise set forth below; provided that, for the avoidance of doubt, with respect to any payment of interest on a Redemption Date, such interest shall be determined in accordance with the calculation above solely for the period from, and including, the first day of such Interest Accrual Period through, but excluding, such Redemption Date; provided further that, with respect to any Interest Accrual Period during which a Re-Pricing has occurred, the applicable Interest Rate of any Re-Priced Class shall reflect the applicable Re-Pricing Rate from and including, the applicable Re-Pricing Date. Payment of interest on each Class of Secured Notes (and payments of available Interest Proceeds to the Holders of the Subordinated Notes) will be subordinated to the payment of interest on each related Priority Class as provided in Section 11.1. So long as any Priority Class is Outstanding with respect to the Class C-1 C Notes or the Class D-1 D Notes, any payment of interest due on the Class C-1 C Notes or the Class D-1 Notes, respectively, D Notes which is not available to be paid in accordance with the Priority of Payments on any Payment Date (such interest, “Deferred Interest”) shall not be considered “due and payable” for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) until the earliest of (i) the Payment Date on which funds are available to pay such Deferred Interest in accordance with the Priority of Payments, (ii) the Redemption Date or the Re-Pricing Date, as applicable, with respect to such the Class of C Notes or the Class D Notes, as applicable, and (iii) the Stated Maturity of such the Class of C Notes or the Class D Notes, as applicable. Deferred Interest on the Class C-1 C Notes and or the Class D-1 Notes shall be added to the principal balance of the Class C-1 Notes and the Class D-1 D Notes, respectivelyas applicable, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments, but in any event no later than the earlier of the Payment Date (i) which is the Redemption Date or Re-Pricing Date, as applicable, with respect to the Class C Notes or the Class D Notes, as applicable, and (ii) which is the Stated Maturity of the Class C Notes or the Class D Notes, as applicable. Regardless of whether any Priority Class is Outstanding with respect to the Class C-1 C Notes or the Class D-1 D Notes, as applicable, to the extent that funds are not available on any Payment Date (other than the Redemption Date or the Re-Pricing Date with respect to, or Stated Maturity of, such the Class of C Notes or the Class D Notes, as applicable) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due and payable on such Payment Date and any failure to pay such previously accrued Deferred Interest on such Payment Date will not be an Event of Default. Interest will cease to accrue on each Secured Note, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1 Notes A Notes, or Class B-1 Notes or, if no Class A-1 Notes or Class B-1 A Notes are Outstanding, any Class C-1 Notes orB Notes, or if no Class C-1 A Notes or Class B Notes are Outstanding, any Class D-1 C Notes, or if no Class A Notes, Class B Notes or Class C Notes are Outstanding, any Class D Notes, shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes of each Class shall accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will be payable in arrears on each Payment Date on the Aggregate Outstanding Amount thereof on the first day of the related Interest Accrual Period (after giving effect to payments of principal thereof on such date), except as otherwise set forth below. Payment of interest on each Class of Secured Notes (and payments of available Interest Proceeds to the Holders of the Subordinated Notes) Notes will be subordinated to the payment of interest on each related Priority Class as provided in Section 11.1Class. So long as any Priority Class is Outstanding with respect to the Class C-1 Notes or the Class D-1 Notes, any Any payment of interest due on a Class of Deferred Interest Notes on any Payment Date to the Class C-1 Notes or the Class D-1 Notes, respectively, which is extent sufficient funds are not available to be paid make such payment in accordance with the Priority of Payments on any such Payment Date (Date, but only if one or more Priority Classes is Outstanding with respect to such interestClass of Deferred Interest Notes, “shall constitute "Note Deferred Interest”) " with respect to such Class and shall not be considered “"due and payable” " for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) until the earliest of (i) the Payment Date on which funds are available to pay such Note Deferred Interest in accordance with the Priority of Payments, (ii) the Redemption Date with respect to such Class of Deferred Interest Notes and (iii) the Stated Maturity (or the earlier date of acceleration) of such Class of Deferred Interest Notes. Note Deferred Interest on the any Class C-1 Notes and the Class D-1 of Deferred Interest Notes shall be added to the principal balance of the such Class C-1 of Deferred Interest Notes and the Class D-1 Notes, respectively, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments, but in any event no later than the earlier of the Payment Date (A) which is the Redemption Date with respect to such Class of Deferred Interest Notes and (B) which is the Stated Maturity (or the earlier date of acceleration) of such Class of Deferred Interest Notes. Regardless of whether any Priority Class is Outstanding with respect to the any Class C-1 Notes or the Class D-1 of Deferred Interest Notes, to the extent that funds are not available on any Payment Date (other than the Redemption Date with respect to, or Stated Maturity of, such Class of Deferred Interest Notes) to pay previously accrued Note Deferred Interest, such previously accrued Note Deferred Interest will not be due and payable on such Payment Date and any failure to pay such previously accrued Note Deferred Interest on such Payment Date will not be an Event of Default. Interest will cease to accrue on each Secured Note, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1 A Notes, Class X Notes or Class B-1 B Notes or, if no Class A-1 A Notes, Class X Notes or Class B-1 B Notes are Outstanding, any Class C-1 C Notes or, if no Class C-1 C Notes are Outstanding, any Class D-1 D Notes or, if no Class D Notes are Outstanding, any Class E Note or, if no Class E Notes are Outstanding, any Class F Notes, shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes of each Class shall accrue interest during each Interest Accrual Period at the applicable Note Interest Rate and such interest will shall be payable in arrears on each Payment Date in the case of the Secured Notes, on the Aggregate Outstanding Amount thereof on the first day of the related Interest Accrual Period (after giving effect to payments of principal thereof on such date), except as otherwise set forth below. Payment of interest on each Class of Secured Notes (and payments of the Senior Subordinated Note Amount to the Holders of the Senior Subordinated Notes and payments of available Interest Proceeds to the Holders of the Senior Subordinated Notes and the Junior Subordinated Notes) will shall be subordinated to the payment payments of interest on each the related Priority Class Classes as provided in Section 11.1. So long as any Priority Class is Classes are Outstanding with respect to the any Class C-1 Notes or the Class D-1 of Deferred Interest Notes, any payment of interest due on such Class of Deferred Interest Notes (including, with respect to the Class C-1 Notes or the Class D-1 Senior Subordinated Notes, respectively, any payment of Senior Subordinated Notes Amount due on the Senior Subordinated Notes) which is not available to be paid in accordance with the Priority of Payments on any Payment Date Date, if such interest is not paid in order to satisfy the Coverage Tests (such interest, “"Deferred Interest”) " with respect thereto), shall not be considered “"due and payable” " for the purposes of Section 5.1(a) (and the failure to pay such interest (including, with respect to the Senior Subordinated Notes, such Senior Subordinated Note Amount) shall not be an Event of Default) until the earliest of the Payment Date (i) the Payment Date on which funds are such interest (including, with respect to the Senior Subordinated Notes, such Senior Subordinated Note Amount) is available to pay such Deferred Interest be paid in accordance with the Priority of Payments, (ii) the which is a Redemption Date with respect to such Class of Notes Deferred Interest Notes, and (iii) which is the Stated Maturity of such Class of Deferred Interest Notes. Deferred Interest on the any Class C-1 Notes and the Class D-1 of Deferred Interest Notes shall not be added to the principal balance of such Class. For the Class C-1 Notes and avoidance of doubt, the Class D-1 Notes, respectively, and failure to pay the Senior Subordinated Note Amount on any Payment Date due to the unavailability of funds in respect thereof will not constitute an Event of Default. Deferred Interest shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments. Regardless , but in any event no later than the earlier of whether any Priority Class is Outstanding with respect to the Class C-1 Notes or the Class D-1 Notes, to the extent that funds are not available on any Payment Date (other than i) which is the Redemption Date with respect to, or Stated Maturity of, to such Class of Notes) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due Notes, and payable on (ii) which is the Stated Maturity of such Payment Date and any failure to pay such previously accrued Class of Deferred Interest on such Payment Date will not be an Event of DefaultNotes. Interest will shall cease to accrue on each Secured Note, or in the case of a partial repayment, on such repaid part, from the date of repaymentrepayment or the respective Stated Maturity unless payment of principal is improperly withheld or unless default is otherwise made with respect to such payments of principal. To the extent lawful and enforceable, (x) interest on Deferred Interest with respect to the Class C Notes, the Class D Notes or the Class E Notes shall accrue at the Note Interest Rate for such Class until paid as provided herein and (y) interest on the interest on any Class A Note or any Class B Note or, if no Class A Notes or Class B Notes are Outstanding, any Class C Note, or, if no Class A Notes, Class B Notes or Class C Notes are Outstanding, any Class D Note, or, if no Class A Notes, Class B Notes, Class C Notes or Class D Notes are Outstanding, any Class E Note, that is not paid when due shall accrue at the Note Interest Rate for such Class until paid as provided herein. On each Payment Date, the Senior Subordinated Notes will be entitled to receive the Senior Subordinated Note Amount and 45% of all remaining Interest Proceeds and all remaining Principal Proceeds prior to any distributions on the Junior Subordinated Notes on such Payment Date in accordance with the Priority of Payments. To the extent lawful and enforceable, interest on any interest that is not paid when due Deferred Interest on any Class A-1 the Senior Subordinated Notes or Class B-1 Notes or, if no Class A-1 Notes or Class B-1 Notes are Outstanding, any Class C-1 Notes or, if no Class C-1 Notes are Outstanding, any Class D-1 Notes, shall accrue at the Interest Rate for such Class until paid same per annum rate as provided herein. The the then current Senior Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1Note Rate.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes Debt of each Class shall accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will be payable in arrears on each Payment Date on the Aggregate Outstanding Amount thereof on the first day of the related Interest Accrual Period (after giving effect to payments of principal thereof on such datePayment Date, and for the avoidance of doubt, without giving effect to the proviso to the definition of “Interest Accrual Period” addressing Fixed Rate Debt), except as otherwise set forth below. Payment of interest on each Class of Secured Notes Debt (and payments of available Interest Proceeds to the Holders of the Subordinated Notes) will be subordinated to the payment of interest on each related Priority Class as provided in Section 11.111.1 (Disbursements of Monies from Payment Account) and Section 13.1 (Subordination). So long as any Priority Class is Outstanding with respect to the Class C-1 Notes or the Class D-1 Notesa Deferrable Class, any payment of interest due on the any such Deferrable Class C-1 Notes or the Class D-1 Notes, respectively, which is not available to be paid (“Deferred Interest”) in accordance with the Priority of Payments on any Payment Date (such interest, “Deferred Interest”) shall not be considered “due and payable” for the purposes of Section 5.1(a) (Events of Default) (and the failure to pay such interest shall not be an Event of Default) until the earliest of (i) the Payment Date on which funds are available to pay such Deferred Interest in accordance with the Priority of Payments, (ii) the Redemption Date with respect to such Class of Notes Debt and (iii) the Stated Maturity of such Class of NotesDebt. Deferred Interest on the any Deferrable Class C-1 Notes and the Class D-1 Notes shall be added to the principal balance of the Class C-1 Notes and the Class D-1 Notes, respectively, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments, but in any event no later than the earlier of the Payment Date (i) which is the Redemption Date with respect to such Class of Debt and (ii) which is the Stated Maturity of such Class of Debt. Regardless of whether any Priority Class is Outstanding with respect to the Class C-1 Notes or the Class D-1 Notesa Deferrable Class, to the extent that funds are not available on any Payment Date (other than the Redemption Date with respect to, or Stated Maturity of, such Class of NotesDebt) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due and payable on such Payment Date Date, but will be deferred and added to the principal balance of such Class for all purposes (including, for purposes of the Overcollateralization Ratio Tests) and, thereafter, such Deferred Interest shall accrue interest at the Interest Rate for such Class until paid as provided herein, and any failure to pay such previously accrued Deferred Interest on such Payment Date will not be an Event of Default. Interest will cease to accrue on each the Secured NoteDebt, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1 Notes Note or Class B-1 Notes A-2 Debt or, if there is no Class A-1 Notes Note or Class B-1 A-2 Debt Outstanding, any Class B Notes, or if no Class B Notes are Outstanding, any Class C-1 C Notes or, if no Class C-1 Notes are Outstanding, any Class D-1 Notes, shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes Debt of each Class shall accrue interest during each Interest Accrual Period or portion thereof at the applicable Interest Rate and such interest will be payable in arrears on each Payment Date on the Aggregate Outstanding Amount thereof on the first day of the related Interest Accrual Period (after giving effect to payments of principal thereof on such date), except as otherwise set forth below. For purposes of determining any Interest Accrual Period, in the case of any Fixed Rate Notes, (i) for any Payment Date that is not a Redemption Date or a Re-Pricing Date, the Payment Date shall be assumed to be the 18th day of the relevant month (irrespective of whether such day is a Business Day) and (ii) for any Payment Date that is a Redemption Date or a Re-Pricing Date, the Payment Date shall be the Redemption Date or the Re-Pricing Date, as applicable. Payment of interest on each Class of Secured Notes Debt (other than the Class A-1 Debt) (and payments of available Interest Proceeds to the Holders of the Subordinated Notes) will be subordinated to the payment of interest on each related Priority Class as provided in Section 11.1. So long as any Priority Class is Outstanding with respect to the a Class C-1 Notes or the Class D-1 of Deferrable Notes, any payment of interest due on the such Class C-1 of Deferrable Notes or the Class D-1 Notes, respectively, which that is not available to be paid in accordance with the Priority of Payments on any Payment Date (such interest, “Deferred Interest”” with respect to such Class) shall not be considered “due and payable” for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) until the earliest of (i) the Payment Date on which funds are available to pay such Deferred Interest in accordance with the Priority of Payments, (ii) the Redemption Date with respect to such Class of Notes Deferrable Notes, and (iii) the Stated Maturity of such Class of Deferrable Notes. Deferred Interest on the Class C-1 Deferrable Notes and the Class D-1 Notes shall be added to the principal balance of the Class C-1 Notes and the Class D-1 Notes, respectively, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments, but in any event no later than the earlier of the Payment Date (i) that is the Redemption Date with respect to such Class of Deferrable Notes, and (ii) that is the Stated Maturity of such Class of Deferrable Notes. Regardless of whether any Priority Class is Outstanding with respect to the a Class C-1 Notes or the Class D-1 of Deferrable Notes, to the extent that funds are not available on any Payment Date (other than the Redemption Date with respect to, or Stated Maturity of, such Class of Deferrable Notes) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due and payable on such Payment Date and any failure to pay such previously accrued Deferred Interest on such Payment Date will not be an Event of Default. Interest will cease to accrue on each Class of Secured NoteDebt, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1 Notes or Class B-1 Notes orA-1 Loans, or if no Class A-1 Notes or Class B-1 A-1 Loans are Outstanding, any Class A-2 Notes, or if no Class A-1 Notes, Class A-1 Loans, Class A-2 Notes or Class B Notes are Outstanding, any Class C-1 Notes orC Notes, or if no Class C-1 A-1 Notes, Class A-1 Loans, Class A-2 Notes, Class B Notes or Class C Notes are Outstanding, any Class D-1 D Notes, shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes of each Class shall accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will be payable in arrears on each Payment Date on the Aggregate Outstanding Amount thereof on the first day of the related Interest Accrual Period (after giving effect to payments of principal thereof on such date), except as otherwise set forth below. Payment of interest on each Class of Secured Notes (and payments of available Interest Proceeds to other than the Holders of the Subordinated Class A Notes) will be subordinated to the payment of interest on each related Priority Class as provided in Section 11.1. So long as any Priority Class is Outstanding with respect to the each Class C-1 Notes or the Class D-1 of Deferrable Notes, any payment of interest due on the such Class C-1 of Deferrable Notes or the Class D-1 Notes, respectively, which is not available to be paid in accordance with the Priority of Payments on any Payment Date (such interest, “Deferred Interest”) shall not be considered “due and payable” for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) and, thereafter, will bear interest at the Interest Rate for such Class of Deferrable Notes (as applicable) until the earliest of (i) the Payment Date on which funds are available to pay such Deferred Interest in accordance with the Priority of Payments, (ii) the Redemption Date with respect to such Class of Notes Deferrable Notes, and (iii) the Stated Maturity of such Class of Deferrable Notes. Deferred Interest on the Class C-1 Deferrable Notes and the Class D-1 Notes shall be added to the principal balance of the Class C-1 Notes and the Class D-1 Notes, respectively, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments, but in any event no later than the earlier of the Payment Date (i) which is the Redemption Date with respect to such Class of Deferrable Notes, and (ii) which is the Stated Maturity of such Class of Deferrable Notes. Regardless of whether any Priority Class is Outstanding with respect to the a Class C-1 Notes or the Class D-1 of Deferrable Notes, to the extent that funds are not available on any Payment Date (other than the Redemption Date with respect to, or Stated Maturity of, such Class of Deferrable Notes) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due and payable on such Payment Date and any failure to pay such previously accrued Deferred Interest on such Payment Date will not be an Event of Default. Interest will cease to accrue on each Secured Note, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1 A Notes or Class B-1 B Notes or, if no Class A-1 A Notes or Class B-1 B Notes are Outstanding, any Class C-1 Notes orC Notes, or if no Class C-1 C Notes are Outstanding, any Class D-1 D Notes, shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes of each Class shall accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will be payable in arrears on each Payment Date on the Aggregate Outstanding Amount thereof on the first day of the related Interest Accrual Period (after giving effect to payments of principal thereof on such date), except as otherwise set forth below; provided that, for the avoidance of doubt, with respect to any payment of interest on a Redemption Date, such interest shall be determined in accordance with the calculation above solely for the period from, and including, the first day of such Interest Accrual Period through, but excluding, such Redemption Date; provided further that, with respect to any Interest Accrual Period during which a Re-Pricing has occurred, the applicable Interest Rate of any Re-Priced Class shall reflect the applicable Re-Pricing Rate from and including, the applicable Re-Pricing Date. Payment of interest on each Class of Secured Notes (and payments of available Interest Proceeds to the Holders of the Subordinated Notes) will be subordinated to the payment of interest on each related Priority Class as provided in Section 11.1. So long as any Priority Class is Outstanding with respect to the Class C-1 Notes or the Class D-1 C Notes, any payment of interest due on the Class C-1 C Notes or the Class D-1 Notes, respectively, which is not available to be paid (“Deferred Interest”) in accordance with the Priority of Payments on any Payment Date (such interest, “Deferred Interest”) shall not be considered “due and payable” for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) until the earliest of (i) the Payment Date on which funds are available to pay such Deferred Interest in accordance with the Priority of Payments, (ii) the Redemption Date or Re-Pricing Date, as applicable, with respect to such Class of Notes and (iii) the Stated Maturity of such Class of Notes. Deferred Interest on the Class C-1 C Notes and the Class D-1 Notes shall be added to the principal balance of the Class C-1 Notes and the Class D-1 Notes, respectively, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments, but in any event no later than the earlier of the Payment Date (i) which is the Redemption Date or Re-Pricing Date, as applicable, with respect to such Class of Notes and (ii) which is the Stated Maturity of such Class of Notes. Regardless of whether any Priority Class is Outstanding with respect to the Class C-1 Notes or the Class D-1 C Notes, to the extent that funds are not available on any Payment Date (other than the Redemption Date or Re-Pricing Date, as applicable, with respect to, or Stated Maturity of, such Class of Notes) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due and payable on such Payment Date and any failure to pay such previously accrued Deferred Interest on such Payment Date will not be an Event of Default. Interest will cease to accrue on each Secured Note, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1 A Notes or Class B-1 Notes orB Notes, or if no Class A-1 A Notes or Class B-1 B Notes are Outstanding, any Class C-1 Notes or, if no Class C-1 Notes are Outstanding, any Class D-1 C Notes, shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes of each Class shall accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will be payable in arrears on each Payment Date on the Aggregate Outstanding Amount thereof (x) in the case of the Secured Notes other than the Class A-1R Notes, on the first day of the related Interest Accrual Period (in each case after giving effect to payments of principal thereof on such date)) and (y) in the case of each Borrowing, on the average daily balance of such Borrowing during the applicable Interest Accrual Period, in each case, except as otherwise set forth below; provided, however, that, if the applicable Borrowing is made after the end of a Collection Period and before the related Payment Date, interest accrued during such period will not be payable on such Payment Date and will be payable instead on the following Payment Date. Payment of interest on each Class of Secured Notes (and payments of available Interest Proceeds to the Holders of the Subordinated Notes) will be subordinated to the payment of interest on each related Priority Class as provided in Section 11.1. Solely for purposes of calculating interest on the drawn balance of the Class A-1R Notes during the Reinvestment Period, if one or more Borrowings is made during an Interest Accrual Period during the Reinvestment Period, and, during such Interest Accrual Period one or more Prepayments is made in accordance with Section 9.7, such Prepayment shall be made among the draws on such Class A-1R Notes in the priority directed by the Collateral Manager. So long as any Priority Class is Outstanding with respect to the Class C-1 B Notes or the Class D-1 C Notes, any payment of interest due on the Class C-1 B Notes or the Class D-1 C Notes, respectively, which is not available to be paid ("Deferred Interest") in accordance with the Priority of Payments on any Payment Date (such interest, “Deferred Interest”) shall not be considered “"due and payable” " for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) until the earliest of (i) the Payment Date on which funds are available to pay such Deferred Interest in accordance with the Priority of Payments, (ii) the Redemption Date with respect to such Class of Notes and (iii) the Stated Maturity of such Class of Notes. Deferred Interest on the Class C-1 B Notes and or the Class D-1 C Notes shall be added to the principal balance of the Class C-1 B Notes and or the Class D-1 C Notes, respectively, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments, but in any event no later than the earlier of the Payment Date (i) which is the Redemption Date with respect to such Class of Notes and (ii) which is the Stated Maturity of such Class of Notes. Regardless of whether So long as any Priority Class is Outstanding with respect to the Class C-1 B Notes or the Class D-1 C Notes, to the extent that funds are not available on any Payment Date (other than the Redemption Date with respect to, or Stated Maturity of, such Class of Notes) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due and payable on such Payment Date and any failure to pay such previously accrued Deferred Interest on such Payment Date will not be an Event of Default. Interest will cease to accrue on each Secured Note, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1 Notes or Class B-1 Notes A Note or, if no Class A-1 Notes or Class B-1 A Notes are Outstanding, any Class C-1 Notes orB Notes, or if no Class C-1 B Notes are Outstanding, any Class D-1 Notes, C Notes shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes of each Class (other than the Class A-R Notes) shall accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will be payable in arrears on each Payment Date on the Aggregate Outstanding Amount thereof on the first day of the related Interest Accrual Period (after giving effect to payments of principal thereof on such date), and the Class A-R Commitment Fee will accrue in accordance with the definition of such term and will be payable with respect to the Class A-R Notes in arrears on each Payment Date, in each case except as otherwise set forth below. Payment of interest on each Class of Secured Notes (and payments of available Interest Proceeds to the Holders of the Subordinated Notes) will be subordinated to the payment of interest on each related Priority Class as provided in Section 11.1. So long as any Priority Class is Outstanding with respect to the each Class C-1 Notes or the Class D-1 of Deferrable Notes, any payment of interest due on the such Class C-1 of Deferrable Notes or the Class D-1 Notes, respectively, which is not available to be paid in accordance with the Priority of Payments on any Payment Date (such interest, “Deferred Interest”) shall not be considered “due and payable” for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) until the earliest of (i) the Payment Date on which funds are available to pay such Deferred Interest in accordance with the Priority of Payments, (ii) the Redemption Date with respect to such Class of Notes Deferrable Notes, and (iii) the Stated Maturity of such Class of Deferrable Notes. Deferred Interest on the Class C-1 Deferrable Notes and the Class D-1 Notes shall be added to the principal balance of the Class C-1 Notes and the Class D-1 Notes, respectively, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments, but in any event no later than the earlier of the Payment Date (i) which is the Redemption Date with respect to such Class of Deferrable Notes, and (ii) which is the Stated Maturity of such Class of Deferrable Notes. Regardless of whether any Priority Class is Outstanding with respect to the a Class C-1 Notes or the Class D-1 of Deferrable Notes, to the extent that funds are not available on any Payment Date (other than the Redemption Date with respect to, or Stated Maturity of, such Class of Deferrable Notes) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due and payable on such Payment Date and any failure to pay such previously accrued Deferred Interest on such Payment Date will not be an Event of Default. Interest will cease to accrue on each Secured Note, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1 A Notes (or, with respect to the Class A-R Notes, any Commitment Fee Amount that is not paid when due) or Class B-1 B Notes or, if no Class A-1 A Notes or Class B-1 B Notes are Outstanding, any Class C-1 Notes orC Notes, or if no Class C-1 C Notes are Outstanding, any Class D-1 D Notes, or if no Class D Notes are Outstanding, any Class E Notes, or if no Class E Notes are Outstanding, any Class F Notes, or if no Class F Notes are Outstanding, any Class G Notes, shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes Debt of each Class shall accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will be payable quarterly in arrears on each Payment Date on the Aggregate Outstanding Amount thereof on as of the first day of the related Interest Accrual Period (after giving effect to payments of principal thereof on such date), except as otherwise set forth below; provided that any interest bearing Additional Debt issued or incurred after the Closing Date in accordance with the terms of this Indenture will accrue interest during the Interest Accrual Period in which such Additional Debt is issued from and including the applicable date of issuance or incurrence, as applicable, of such Additional Debt to but excluding the last day of such Interest Accrual Period at the applicable Interest Rate for such Additional Debt; provided further that, with respect to any Interest Accrual Period during which a Re-Pricing has occurred, the applicable Interest Rate of any Re-Priced Class shall reflect the applicable Re-Pricing Rate from, and including, the applicable Re-Pricing Date. Payment of interest and distributions on each Class of Secured Notes (and payments of available Interest Proceeds to the Holders of the Subordinated Notes) Securities will be subordinated to the payment of interest on each related Priority Class as provided in Section 11.1. So long as any Priority Class is Outstanding with respect to the each Class C-1 Notes or the Class D-1 Notesof Deferrable Debt, any payment of interest due on the such Class C-1 Notes or the Class D-1 Notes, respectively, of Deferrable Debt which is not available to be paid in accordance with the Priority of Payments on any Payment Date (such interest, “Deferred Interest”) shall not be considered “due and payable” for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) until the earliest of (i) the Payment Date on which funds are available to pay such Deferred Interest in accordance with the Priority of Payments, (ii) the Redemption Date with respect to such Class of Notes and (iii) the Stated Maturity of such Class of Notes). Deferred Interest on the any Class C-1 Notes and the Class D-1 Notes of Deferrable Debt shall be added to the principal balance of the such Class C-1 Notes of Deferrable Debt and the Class D-1 Notes, respectively, and shall be payable on the first Payment Date on which funds are available to be used for such purpose in accordance with the Priority of Payments, but in any event no later than the earlier of the Payment Date (i) which is the Redemption Date with respect to such Class of Deferrable Debt and (ii) which is the Stated Maturity of such Class of Deferrable Debt. Regardless of whether any Priority Class is Outstanding with respect to the a Class C-1 Notes or the Class D-1 Notesof Deferrable Debt, to the extent that funds are not available on any Payment Date (other than the Redemption Date with respect to, or Stated Maturity of, such Class of NotesDeferrable Debt) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due and payable on such Payment Date and any failure to pay such previously accrued Deferred Interest on such Payment Date will not be an Event of Default. Interest will cease to accrue on each Secured Notethe Debt, or in the case of a partial repayment, on such repaid part, from the date of repayment. To the extent lawful and enforceable, interest on any interest that is not paid when due on any Class A-1 Notes or Class B-1 Notes or, if no Class A-1 Notes or Class B-1 Notes are Outstanding, any Class C-1 Notes or, if no Class C-1 Notes are Outstanding, any Class D-1 Notes, Secured Debt shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.

Payment of Principal and Interest and Other Amounts; Principal and Interest Rights Preserved. (a) The Secured Notes of each Class shall accrue interest during each Interest Accrual Period at the applicable Interest Rate and such interest will shall be payable quarterly in arrears on each Payment Distribution Date on the Aggregate Outstanding Amount thereof on the first day of the related Interest Accrual Period (after giving effect to payments of principal thereof on such date), except as otherwise set forth below. Payment of interest on each Class of Secured Notes (and payments of available Interest Proceeds to the Holders of the Subordinated NotesIssuer) will shall be subordinated to the payment payments of interest on each the related Priority Class as provided in Section 11.1Classes. So long as any Priority Class is Classes are Outstanding with respect to the any Class C-1 Notes or the Class D-1 of Deferred Interest Notes, any payment of interest due on the such Class C-1 of Deferred Interest Notes or the Class D-1 Notes, respectively, which is not available to be paid or if such interest is not paid in order to satisfy the Coverage Tests (“Deferred Interest” with respect thereto) in accordance with the Priority of Payments Distributions on any Payment Distribution Date (such interest, “Deferred Interest”) shall not be considered “due and payable” for the purposes of Section 5.1(a) (and the failure to pay such interest shall not be an Event of Default) until the earliest of the Distribution Date (i) the Payment Date on which funds are such interest is available to pay such Deferred Interest be paid in accordance with the Priority of PaymentsDistributions, (ii) the which is a Redemption Date with respect to such Class of Notes Deferred Interest Notes, and (iii) which is the Stated Maturity of such Class of Deferred Interest Notes. Deferred Interest on the any Class C-1 Notes and the Class D-1 of Deferred Interest Notes shall be added to the principal balance of the such Class C-1 of Deferred Interest Notes and the Class D-1 Notes, respectively, and shall be payable on the first Payment Distribution Date on which funds are available to be used for such purpose in accordance with the Priority of Payments. Regardless Distributions, but in any event no later than the earlier of whether any Priority Class is Outstanding with respect to the Class C-1 Notes or the Class D-1 Notes, to the extent that funds are not available on any Payment Distribution Date (other than i) which is the Redemption Date with respect to, or Stated Maturity of, to such Class of Notes) to pay previously accrued Deferred Interest, such previously accrued Deferred Interest will not be due Notes and payable on (ii) which is the Stated Maturity of such Payment Date and any failure to pay such previously accrued Class of Deferred Interest on such Payment Date will not be an Event of DefaultNotes. Interest will shall cease to accrue on each Secured Notethe Notes of a Class, or in the case of a partial repayment, on such repaid part, from the date of repaymentrepayment or the respective Stated Maturity unless payment of principal is improperly withheld or unless default is otherwise made with respect to such payments of principal. To the extent lawful and enforceable, (x) interest on Deferred Interest with respect to any Class of Deferred Interest Notes shall accrue at the Interest Rate for such Class until paid as provided herein and (y) interest on any interest Class A-1-R Notes or, if no Class A-1-R Notes are Outstanding, any Class A-2-R Notes or, if no Class A-2-R Notes are Outstanding, any Class B-R Note or, if no Class B-R Notes are Outstanding, any Class C-R Note that is not paid when due on any Class A-1 Notes or Class B-1 Notes or, if no Class A-1 Notes or Class B-1 Notes are Outstanding, any Class C-1 Notes or, if no Class C-1 Notes are Outstanding, any Class D-1 Notes, shall accrue at the Interest Rate for such Class until paid as provided herein. The Subordinated Notes shall not bear interest at a stated rate. Distributions in respect of interest will be made on the Subordinated Notes on a noncumulative basis if and when payments are available for such purpose in accordance with Section 11.1.