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

Payment of Principal and Interest; Rights Preserved. (a) For each applicable Accrual Period, the Notes shall accrue interest on the Outstanding Principal Balance thereof at the Note Interest Rate as determined during such period in accordance with Section 3.06. All interest and fees accrued hereunder shall be calculated on the basis of a 360-day year and actual days elapsed and shall accrue on a daily basis through the last day preceding the Final Payment Date and (to the extent that the payment of such interest shall be legally enforceable) on any overdue payment of interest from the date such interest became due and payable (giving effect to any applicable grace periods provided herein) until fully paid. All interest shall be due and payable in arrears on each Payment Date. In making any interest payment, if the interest calculation with respect to a Note shall result in a portion of such payment being less than $0.01, then such payment shall be decreased to the nearest whole cent, and no subsequent adjustment shall be made in respect thereof. (b) The principal of each Note shall be payable in installments in the amount of any applicable Principal Distribution Amount and any Additional Principal Distribution Amount, beginning on the Initial Payment Date and ending no later than the Stated Maturity thereof unless such Note becomes due and payable at an earlier date by declaration of acceleration, call for redemption in accordance with Article Nine or otherwise. All reductions in the principal amount of a Note effected by payments of installments of principal made on any Payment Date shall be binding upon all future Noteholders of such Note and of any Note issued upon the registration of transfer thereof or in exchange therefor or in lieu thereof, whether or not such payment is noted on such Note. Each installment of principal payable on the Notes shall be in an amount equal to the Principal Distribution Amount plus any Additional Principal Distribution Amount for such Payment Date. Principal shall be payable on a pro rata basis based upon the relative face amount of each Note; provided that, if as a result of such proration a portion of such principal would be less than $0.01, then such payment shall be decreased to the nearest whole cent, and such portion shall be applied to the next succeeding principal payment. (c) The principal and interest on the Notes are payable, through the Paying Agent on behalf of the Issuer, by check mailed by first-class mail to the Person whose name appears as the Registered Noteholder of such Note on the Note Register at the address of such Person as it appears on the Note Register or, at the option of any Noteholder, by wire transfer in immediately available funds to the account

Payment of Principal and Interest; Rights Preserved. (a) For each applicable Interest Accrual Period, the Notes of each Class shall accrue interest on the Outstanding Principal Note Balance thereof at the Note Rate applicable to such Class; provided however, that with respect to each Class of Notes and on each Payment Date, interest shall be deemed not to have accrued during the previous Interest Rate Accrual Period on an amount equal to the Impairment of such Class of Notes. Notwithstanding the foregoing, if, on any subsequent Payment Date and with respect to each Class of Notes, no Impairment is allocated to such Class of Notes, all Deferred Interest for such Class of Notes shall be deemed to have accrued during the immediately preceding Interest Accrual Period and be payable on such Payment Date as determined during such period in accordance with Section 3.06Note Current Interest. All interest and fees accrued hereunder on the Notes of each Class shall be calculated on the basis of a 360three-hundred-sixty (360)-day year comprised of twelve 30-day year and actual days elapsed and months. All interest accrued hereunder on the Notes of each Class shall accrue on a daily basis through the last day preceding the Final Payment Stated Maturity Date and (for such Class and, to the extent that the payment of such interest shall be legally enforceable, (except with respect to Deferred Interest) on any overdue payment of interest at the Note Rate from the date such interest became becomes due and payable (giving effect to any applicable grace periods provided herein) until fully paid. All accrued interest shall be due and payable in arrears on each Payment DateDate and shall be paid by the Trustee to the Noteholders in accordance with Section 13.03. In making any interest payment, if the interest calculation with respect to a Note shall result in a portion of such payment being less than $0.01, then such payment shall be decreased to the nearest whole cent, and no subsequent adjustment shall be made in respect thereof. (b) The principal of each Note shall be payable in installments in the amount of any applicable Principal Distribution Amount and any Additional Principal Distribution Amount, on each Payment Date beginning on the Initial Payment Date and ending no later than the Stated Maturity thereof unless such Note becomes due and payable at an earlier date by declaration of acceleration, call for redemption in accordance with Article Nine XI. The installment of principal due on the Class A Notes on any Payment Date shall, to the extent of Available Funds in accordance with Section 13.03 on such Payment Date, be paid as set forth in Section 13.03(c)(xi). The installment of principal due on the Class B Notes on any Payment Date shall, to the extent of Available Funds in accordance with Section 13.03 on such Payment Date, be paid as set forth in Section 13.03(c)(xii). The installment of principal due on the Class C Notes on any Payment Date shall, to the extent of Available Funds in accordance with Section 13.03 on such Payment Date, be paid as set forth in Section 13.03(c)(xiii). The installment of principal due on the Class D Notes on any Payment Date shall, to the extent of Available Funds in accordance with Section 13.03 on such Payment Date, be paid as set forth in Section 13.03(c)(xiv). The installment of principal due on the Class E-1 Notes on any Payment Date shall, to the extent of Available Funds in accordance with Section 13.03 on such Payment Date, be paid as set forth in Section 13.03(c)(xv). The installment of principal due on the Class E-2 Notes on any Payment Date shall, to the extent of Available Funds in accordance with Section 13.03 on such Payment Date, be paid as set forth in Section 13.03(c)(xvi). The Outstanding Note Balance of any Note (together with interest thereon and all other amounts due and payable hereunder or otherwisein respect of the Notes) shall be due and payable in full on the Stated Maturity Date for such Note. All reductions in the principal amount Outstanding Note Balance of a Note effected by payments payment of such installments of principal made on any Payment Date shall be binding upon all future Noteholders of such Note and of any Note issued upon the registration of transfer thereof or in exchange therefor or in lieu thereof, whether or not such payment is noted on such Note. Each installment of principal payable on the Notes shall be in an amount equal to the Principal Distribution Amount plus any Additional Principal Distribution Amount for such Payment Date. Principal shall be payable to Noteholders in the same Class on a pro rata basis based upon the relative face amount Outstanding Note Balance of each Notethe Notes in such Class as of the related date of determination; provided that, if as a result of such proration a portion of such principal would be less than $0.01, then such payment shall be decreased to the nearest whole cent, and such portion shall be applied to the next succeeding principal payment. (c) The principal of and interest on the Notes Notes, and other amounts payable to the Noteholders under Section 13.03, are payable, through the Paying Agent on behalf of the Issuer, by check mailed by first-class mail to the Person whose name appears as the Registered Noteholder Holder of such Note on the Note Register at the address of such Person as it appears on the Note Register or, at the option of any Noteholder, by wire transfer in immediately available funds to the accountaccount specified in writing to the Trustee by such Registered Holder at least five (5) Business Days prior to the Record Date for the Payment Date on which wire transfers will commence, in such coin or currency of the United States of America as at the time of payment is legal tender for the payment of public and private debts. All payments on the Notes shall be paid without any requirement of presentment. The Issuer shall notify the Person in whose name a Note is registered at the close of business on the Record Date immediately preceding the Payment Date on which the Issuer expects that the final installment of principal of such Note will be paid. Such notice shall be mailed no later than the tenth (10th) day prior to such Payment Date and shall specify the place where such Note may be surrendered. Funds representing any such checks returned undeliverable shall be held in accordance with Section 7.15. Each Noteholder shall promptly surrender its Note to the Trustee at the Corporate Trust Office or in the case of mutilated, destroyed, lost or stolen Notes, as provided in Section 2.07, upon payment of the final installment of principal of such Note.

Payment of Principal and Interest; Rights Preserved. (a) For each applicable Interest Accrual Period, the Notes of each Class shall accrue interest on the Outstanding Principal Note Balance thereof at the Note Interest Rate as determined during applicable to such period in accordance with Section 3.06Class. All interest and fees accrued hereunder on the Notes shall be calculated on the basis of a 360-day three‑hundred‑sixty (360)‑day year and actual days elapsed and comprised of twelve 30‑day months. All interest accrued hereunder on the Notes of each Class shall accrue on a daily basis through the last day preceding the Final Payment Stated Maturity Date and (for such Class and, to the extent that the payment of such interest shall be legally enforceable) , on any overdue payment of interest at the Note Rate from the date such interest became becomes due and payable (giving effect to any applicable grace periods provided herein) until fully paid. All accrued interest shall be due and payable in arrears on each Payment DateDate and shall be paid by the Trustee to the Noteholders in accordance with Section 13.03. In making any interest payment, if the interest calculation with respect to a Note shall result in a portion of such payment being less than $0.01, then such payment shall be decreased to the nearest whole cent, and no subsequent adjustment shall be made in respect thereof. (b) The principal of each Note shall be payable in installments in the amount of any applicable Principal Distribution Amount and any Additional Principal Distribution Amount, on each Payment Date beginning on the Initial Payment Date and ending no later than the Stated Maturity thereof unless such Note becomes due and payable at an earlier date by declaration of acceleration, acceleration in accordance with Article VI or call for redemption in accordance with Article Nine XI. The installment of principal due on the Class A Notes on any Payment Date shall, to the extent of Available Funds in accordance with Section 13.03 on such Payment Date, be paid as set forth in Sections 13.03(c)(i)(6) and (8) or otherwiseSections 13.03(c)(ii)(7), as applicable. The installment of principal due on the Class B Notes on any Payment Date shall, to the extent of Available Funds in accordance with Section 13.03 on such Payment Date, be paid as set forth in Sections 13.03(c)(i)(6) and (8) or Sections 13.03(c)(ii)(8), as applicable. The Outstanding Balance of any Note (together with interest thereon and all other amounts due and payable hereunder or in respect of the Notes) shall be due and payable in full on the Stated Maturity Date for such Note. All reductions in the principal amount Outstanding Balance of a Note effected by payments payment of such installments of principal made on any Payment Date shall be binding upon all future Noteholders of such Note and of any Note issued upon the registration of transfer Transfer thereof or in exchange therefor or in lieu thereof, whether or not such payment is noted on such Note. Each installment of principal payable on the Notes shall be in an amount equal to the Principal Distribution Amount plus any Additional Principal Distribution Amount for such Payment Date. Principal shall be payable to Noteholders in the same Class on a pro rata basis based upon the relative face amount outstanding principal balance of each Notethe Notes in such Class held by the Holders thereof as of the related date of determination; provided that, if as a result of such proration a portion of such principal would be less than $0.01, then such payment shall be decreased to the nearest whole cent, and such portion shall be applied to the next succeeding principal payment. (c) The principal of and interest on the Notes Notes, and other amounts payable to the Noteholders under Section 13.03, are payable, through the Paying Agent on behalf of the Issuer, by check mailed by first-class first‑class mail to the Person whose name appears as the Registered Noteholder Holder of such Note on the Note Register at the address of such Person as it appears on the Note Register or, at the option of any Noteholder, by wire transfer in immediately available funds to the accountaccount specified in writing to the Trustee by such Registered Holder at least five (5) Business Days prior to the Record Date for the Payment Date on which wire transfers will commence, in such coin or currency of the United States of America as at the time of payment is legal tender for the payment of public and private debts. All payments on the Notes shall be paid without any requirement of presentment, except in connection with the payment of the final installment of principal of such Note. The Issuer shall notify the Person in whose name a Note is registered at the close of business on the Record Date immediately preceding the Payment Date on which the Issuer expects that the final installment of principal of such Note will be paid. Such notice shall be mailed no later than the tenth (10th) day prior to such Payment Date and shall specify the place where such Note may be surrendered. Funds representing any such checks returned undeliverable shall be held in accordance with Section 7.15. Each Noteholder shall surrender its Note to the Trustee at the Corporate Trust Office or in the case of mutilated, destroyed, lost or stolen Notes, as provided in Section 2.07, prior to payment of the final installment of principal of such Note.

Payment of Principal and Interest; Rights Preserved. (a) For each applicable Accrual Period, Principal and interest on the Notes shall accrue be paid out of collections of principal and interest on the Outstanding Principal Balance thereof at Pooled Certificates and receipts, if any, with respect to the Note Interest Rate as determined during such period in accordance with Section 3.06. All interest and fees accrued hereunder shall be calculated on the basis of a 360-day year and actual days elapsed and shall accrue on a daily basis through the last day preceding the Final Payment Date and (Other Assets to the extent that and in the payment manner provided in Section 12.01 until the entire unpaid Note Principal Balance of such interest shall be legally enforceable) on any overdue payment each Class of interest from the date such interest became due and payable (giving effect Notes is reduced to any applicable grace periods provided herein) until fully paid. All interest shall be due and payable in arrears on each Payment Date. In making any interest payment, if the interest calculation with respect to a Note shall result in a portion of such payment being less than $0.01, then such payment shall be decreased to the nearest whole cent, and no subsequent adjustment shall be made in respect thereofzero. (b) The Except for the final payment due on each Class of Notes at their Maturity, which final payment shall be made only upon presentation and surrender of each such Note at the office or agency of the Issuer maintained for the purpose of making final Note payments as provided in Section 9.01, payments of interest and principal of each Note shall will be payable in installments in the amount of any applicable Principal Distribution Amount and any Additional Principal Distribution Amount, beginning on the Initial Payment Date and ending no later than the Stated Maturity thereof unless such Note becomes due and payable at an earlier date made by declaration of acceleration, call for redemption in accordance with Article Nine or otherwise. All reductions in the principal amount of a Note effected by payments of installments of principal made on any Payment Date shall be binding upon all future Noteholders of such Note and of any Note issued upon the registration of transfer thereof or in exchange therefor or in lieu thereof, whether or not such payment is noted on such Note. Each installment of principal payable on the Notes shall be in an amount equal to the Principal Distribution Amount plus any Additional Principal Distribution Amount for such Payment Date. Principal shall be payable on a pro rata basis based upon the relative face amount of each Note; provided that, if as a result of such proration a portion of such principal would be less than $0.01, then such payment shall be decreased to the nearest whole cent, and such portion shall be applied to the next succeeding principal payment. (c) The principal and interest on the Notes are payable, through the Paying Agent on behalf each Payment Date out of Available Funds to the Person who was the Holder of such Class of Notes as of the related Record Date either (1) by check mailed to the address of such Person, as such name and address appear in the Note Register, or (2) by wire transfer of immediately available funds to the account of such Person, in accordance with any wiring instructions provided to the Trustee by such Person in writing at least five Business Days prior to the applicable Record Date. The Trustee may charge a reasonable fee to any Holder of Notes with aggregate denominations evidencing original Note Principal Balances of less than $5,000,000 for any payment made to such holder by wire transfer. In the case of any Note upon which the final payment is due on the Maturity of such Note, the Issuer or, at the Issuer's request, the Trustee, in the name and at the expense of the Issuer, by check mailed by first-class mail to shall notify the Person whose name appears as the Registered Noteholder of such Note on the Note Register entitled thereto at the his address of such Person as it appears on the Note Register orthat such Note is to be paid in full. Such notice shall be mailed as soon as practicable, at and in any event no later than the option Payment Date on which the final payment is to be made on such Note, and shall specify the place where such Note may be presented and surrendered for final payment. (c) Notes shall be payable solely from the proceeds of the Trust Estate and from any other assets of the Issuer. (d) Subject to the foregoing provisions of this Section, each Note delivered under this Indenture upon registration of transfer of or in exchange for or in lieu of any Noteholder, other Note of the same Class shall carry the rights to unpaid interest and principal that was carried by wire transfer in immediately available funds to the accountsuch other Note.

Payment of Principal and Interest; Rights Preserved. (a) For each applicable Interest Accrual Period, the Notes of each Class shall accrue interest on the Outstanding Principal Note Balance thereof at the Note Rate applicable to such Class; provided however, that with respect to each Class of Notes and on each Payment Date, interest shall be deemed not to have accrued during the previous Interest Rate Accrual Period on an amount equal to the Impairment of such Class of Notes. Notwithstanding the foregoing, if, on any subsequent Payment Date and with respect to each Class of Notes, no Impairment is allocated to such Class of Notes, all Deferred Interest for such Class of Notes shall be deemed to have accrued during the immediately preceding Interest Accrual Period and be payable on such Payment Date as determined during such period in accordance with Section 3.06Note Current Interest. All interest and fees accrued hereunder on the Class A Notes, the Class B Notes, the Class C Notes, the Class D Note and the Class E Notes shall be calculated on the basis of a 360three-hundred-sixty (360)-day year comprised of twelve 30-day year and actual days elapsed months and shall accrue on a daily basis through the last day preceding the Final Payment Stated Maturity Date and (and, to the extent that the payment of such interest shall be legally enforceable, (except with respect to Deferred Interest) on any overdue payment of interest at the Note Rate from the date such interest became becomes due and payable (giving effect to any applicable grace periods provided herein) until fully paid. All accrued interest shall be due and payable in arrears on each Payment DateDate and shall be paid by the Trustee to the Noteholders in accordance with Section 13.03. In making any interest payment, if the interest calculation with respect to a Note shall result in a portion of such payment being less than $0.01, then such payment shall be decreased to the nearest whole cent, and no subsequent adjustment shall be made in respect thereof. (b) The principal of each Note shall be payable in installments in the amount of any applicable Principal Distribution Amount and any Additional Principal Distribution Amount, on each Payment Date beginning on the Initial Payment Date and ending no later than the Stated Maturity thereof unless such Note becomes due and payable at an earlier date by declaration of acceleration, call for redemption in accordance with Article Nine XI. The installment of principal due on the Class A Notes on any Payment Date shall, to the extent of cash flow available therefor in accordance with Section 13.03 on such Payment Date, be paid as set forth in Section 13.03(c)(x). The installment of principal due on the Class B Notes on any Payment Date shall, to the extent of cash flow available therefor in accordance with Section 13.03 on such Payment Date, be paid as set forth in Section 13.03(c)(xi). The installment of principal due on the Class C Notes on any Payment Date shall, to the extent of cash flow available therefor in accordance with Section 13.03 on such Payment Date, be paid as set forth in Section 13.03(c)(xii). The installment of principal due on the Class D Notes on any Payment Date shall, to the extent of cash flow available therefor in accordance with Section 13.03 on such Payment Date, be paid as set forth in Section 13.03(c)(xiii). The installment of principal due on the Class E Notes on any Payment Date shall, to the extent of cash flow available therefor in accordance with Section 13.03 on such Payment Date, be paid as set forth in Section 13.03(c)(xiv). All unpaid principal on any Note (together with interest thereon and all other amounts due and payable hereunder or otherwisein respect of the Notes) shall be due and payable in full on the Stated Maturity Date for such Note. All reductions in the principal amount of a Note effected by payments payment of such installments of principal made on any Payment Date shall be binding upon all future Noteholders of such Note and of any Note issued upon the registration of transfer thereof or in exchange therefor or in lieu thereof, whether or not such payment is noted on such Note. Each installment of principal payable on the Notes shall be in an amount equal to the Principal Distribution Amount plus any Additional Principal Distribution Amount for such Payment Date. Principal shall be payable to Noteholders in the same Class on a pro rata basis based upon the relative face amount Outstanding Note Balance of each Notethe Notes in such Class as of the related date of determination; provided that, if as a result of such proration a portion of such principal would be less than $0.01, then such payment shall be decreased to the nearest whole cent, and such portion shall be applied to the next succeeding principal payment. (c) The principal of and interest on the Notes Notes, and other amounts payable to the Noteholders under Section 13.03, are payable, through the Paying Agent on behalf of the Issuer, by check mailed by first-class mail to the Person whose name appears as the Registered Noteholder Holder of such Note on the Note Register at the address of such Person as it appears on the Note Register or, at the option of any Noteholder, by wire transfer in immediately available funds to the accountaccount specified in writing to the Trustee by such Registered Holder at least five (5) Business Days prior to the Record Date for the Payment Date on which wire transfers will commence, in such coin or currency of the United States of America as at the time of payment is legal tender for the payment of public and private debts. All payments on the Notes shall be paid without any requirement of presentment. The Issuer shall notify the Person in whose name a Note is registered at the close of business on the Record Date immediately preceding the Payment Date on which the Issuer expects that the final installment of principal of such Note will be paid. Such notice shall be mailed no later than the tenth (10th) day prior to such Payment Date and shall specify the place where such Note may be surrendered. Funds representing any such checks returned undeliverable shall be held in accordance with Section 7.15. Each Noteholder shall promptly surrender its Note to the Trustee at the Corporate Trust Office or in the case of mutilated, destroyed, lost or stolen Notes, as provided in Section 2.07, upon payment of the final installment of principal of such Note.

Payment of Principal and Interest; Rights Preserved. (a) For each applicable Interest Accrual Period, the Notes of each Class shall accrue interest on the Outstanding Principal Note Balance thereof at the Note Rate applicable to such Class; provided, however, that with respect to each Class of Notes and on each Payment Date, interest shall be deemed not to have accrued during the previous Interest Rate Accrual Period on an amount equal to the Impairment of such Class of Notes. Notwithstanding the foregoing, if, on any subsequent Payment Date and with respect to each Class of Notes, no Impairment is allocated to such Class of Notes, all Deferred Interest for such Class of Notes shall be deemed to have accrued during the immediately preceding Interest Accrual Period and be payable on such Payment Date as determined during such period in accordance with Section 3.06Note Current Interest. All interest and fees accrued hereunder on the Notes of each Class shall be calculated on the basis of the actual number of days elapsed during the related Interest Accrual Period and a three-hundred-sixty (360)-day year, except for interest on the Class E-2 Notes, which shall be calculated on the basis of a 360three-hundred-sixty (360)-day year comprised of twelve 30-day year and actual days elapsed and months. Furthermore, all interest accrued hereunder on the Notes of each Class shall accrue on a daily basis through the last day preceding the Final Payment Stated Maturity Date and (and, to the extent that the payment of such interest shall be legally enforceable) enforceable (except with respect to Deferred Interest), on any overdue payment of interest at the Note Rate from the date such interest became becomes due and payable (giving effect to any applicable grace periods provided herein) until fully paid. All accrued interest shall be due and payable in arrears on each Payment DateDate and shall be paid by the Trustee to the Noteholders in accordance with Section 13.03. In making any interest payment, if the interest calculation with respect to a Note shall result in a portion of such payment being less than $0.01, then such payment shall be decreased to the nearest whole cent, and no subsequent adjustment shall be made in respect thereof. (b) The principal of each Note shall be payable in installments in the amount of any applicable Principal Distribution Amount and any Additional Principal Distribution Amount, on each Payment Date beginning on the Initial first Payment Date and ending no later than after the Stated Maturity thereof end of the Revolving Period, unless such Note becomes due and payable at an earlier date by declaration of acceleration, (i) call for redemption or pursuant to a Takeout Transaction in accordance with Article Nine XI or otherwise. All reductions in the principal amount (ii) reason of a Note effected by payments of installments of principal made on any Payment Date shall be binding upon all future Noteholders of such Note and of any Note issued upon the registration of transfer thereof or Discounted Pool Balance Deficiency in exchange therefor or in lieu thereof, whether or not such payment is noted on such Noteaccordance with Section 13.03(c)(xii). Each The installment of principal payable due on the Class A Notes shall be in an amount equal on any such Payment Date shall, to the Principal Distribution Amount plus any Additional Principal Distribution Amount for extent of Available Funds in accordance with Section 13.03 on such Payment Date, be paid as set forth in Section 13.03(d)(xiv). Principal shall be payable The installment of principal due on a pro rata basis based upon the relative face amount of each Note; provided thatClass B Notes on any such Payment Date shall, if as a result of such proration a portion of such principal would be less than $0.01, then such payment shall be decreased to the nearest whole centextent of Available Funds in accordance with Section 13.03 on such Payment Date, and such portion shall be applied to the next succeeding principal payment. (c) The principal and interest on the Notes are payable, through the Paying Agent on behalf of the Issuer, by check mailed by first-class mail to the Person whose name appears paid as the Registered Noteholder of such Note on the Note Register at the address of such Person as it appears on the Note Register or, at the option of any Noteholder, by wire transfer set forth in immediately available funds to the accountSection

Payment of Principal and Interest; Rights Preserved. (a) For each applicable Accrual Period, the Each Class of Rated Notes shall accrue interest on during each Interest Period applicable to such Class in the Outstanding Principal Balance thereof manner and at the Note Applicable Periodic Interest Rate as determined during such period specified in accordance with Section 3.062.2. All interest and fees accrued hereunder shall be calculated Interest on the basis each Class of a 360-day year and actual days elapsed and shall accrue on a daily basis through the last day preceding the Final Payment Date and (to the extent that the payment of such interest shall be legally enforceable) on any overdue payment of interest from the date such interest became due and payable (giving effect to any applicable grace periods provided herein) until fully paid. All interest Rated Notes shall be due and payable in arrears on each Payment Date. In making any ; provided that (i) interest payment, if on the Class A-2 Notes is subordinated in right of payment to the prior payment in full on each Payment Date of the interest calculation due and payable on the Class A Senior Notes (together with respect any Defaulted Interest thereon) (ii) interest on the Class B Notes is subordinated in right of payment to the prior payment in full on each Payment Date of the interest due and payable on the Class A Notes (together with any Defaulted Interest thereon), (iii) interest on the Class C Notes is subordinated in right of payment to the prior payment in full on each Payment Date of the interest due and payable on the Class A Notes (together with any Defaulted Interest thereon) and on the Class B Notes (together with any Defaulted Interest thereon), (iv) interest on the Class D Notes is subordinated in right of payment to the prior payment in full on each Payment Date of the interest due and payable on the Class A Notes (together with any Defaulted Interest thereon), on the Class B Notes (together with any Defaulted Interest thereon) and on the Class C Notes (together with any Defaulted Interest thereon), (v) interest on the Class E Notes is subordinated in right of payment to the prior payment in full on each Payment Date of the interest due and payable on the Class A Notes (together with any Defaulted Interest thereon), on the Class B Notes (together with any Defaulted Interest thereon), on the Class C Notes (together with any Defaulted Interest thereon) and on the Class D Notes (together with any Defaulted Interest thereon), (vi) interest on the Class F Notes is subordinated in right of payment to the prior payment in full on each Payment Date of the interest due and payable on the Class A Notes (together with any Defaulted Interest thereon), on the Class B Notes (together with any Defaulted Interest thereon), on the Class C Notes (together with any Defaulted Interest thereon), on the Class D Notes (together with any Defaulted Interest thereon) and on the Class E Notes (together with any Defaulted Interest thereon), (vii) interest on the Class G Notes is subordinated in right of payment to the prior payment in full on each Payment Date of the interest due and payable on the Class A Notes (together with any Defaulted Interest thereon), on the Class B Notes (together with any Defaulted Interest thereon), on the Class C Notes (together with any Defaulted Interest thereon), on the Class D Notes (together with any Defaulted Interest thereon), on the Class E Notes (together with any Defaulted Interest thereon) and on the Class F Notes (together with any Defaulted Interest thereon), (viii) interest on the Class H Notes is subordinated in right of payment to the prior payment in full on each Payment Date of the interest due and payable on the Class A Notes (together with any Defaulted Interest thereon), on the Class B Notes (together with any Defaulted Interest thereon), on the Class C Notes (together with any Defaulted Interest thereon), on the Class D Notes (together with any Defaulted Interest thereon), on the Class E Notes (together with any Defaulted Interest thereon), on the Class F Notes (together with any Defaulted Interest thereon) and on the Class G Notes (together with any Defaulted Interest thereon), (ix) interest on the Class J Notes is subordinated in right of payment to the prior payment in full on each Payment Date of the interest due and payable on the Class A Notes (together with any Defaulted Interest thereon), on the Class B Notes (together with any Defaulted Interest thereon), on the Class C Notes (together with any Defaulted Interest thereon), on the Class D Notes (together with any Defaulted Interest thereon), on the Class E Notes (together with any Defaulted Interest thereon), on the Class F Notes (together with any Defaulted Interest thereon), on the Class G Notes (together with any Defaulted Interest thereon) and on the Class H Notes (together with any Defaulted Interest thereon), (x) interest on the Class K Notes is subordinated in right of payment to the prior payment in full on each Payment Date of the interest due and payable on the Class A Notes (together with any Defaulted Interest thereon), on the Class B Notes (together with any Defaulted Interest thereon), on the Class C Notes (together with any Defaulted Interest thereon), on the Class D Notes (together with any Defaulted Interest thereon), on the Class E Notes (together with any Defaulted Interest thereon), on the Class F Notes (together with any Defaulted Interest thereon), on the Class G Notes (together with any Defaulted Interest thereon), on the Class H Notes (together with any Defaulted Interest thereon) and on the Class J Notes (together with any Defaulted Interest thereon) and (xi) interest on all Rated Notes is subordinated in right of payment to the prior payment in full on each Payment Date of other amounts in accordance with Section 11.1. Payments of interest on the Class A Senior Notes (including any Defaulted Interest) and Class A-R Commitment Fee will be paid on a Note shall result pro rata basis between the Class A-1 Notes and the Class A-R Notes based on amount due. Except as provided in a portion of such payment being less than $0.01Section 5.5, then such no payment shall be decreased made by the Co-Issuers hereunder other than on a Payment Date. So long as any Class A Notes or Class B Notes are Outstanding, any Class C Applicable Periodic Interest Shortfall Amount shall be deferred and added to the nearest whole centthen Aggregate Outstanding Amount of the Class C Notes and shall not be considered “due and payable” for the purposes of Section 5.1(a) until the Payment Date on which funds are available to pay such Class C Applicable Periodic Interest Shortfall Amount in accordance with Section 11.1. So long as any Class A Notes, and no subsequent adjustment Class B Notes or Class C Notes are Outstanding, any Class D Applicable Periodic Interest Shortfall Amount shall be made deferred and added to the then Aggregate Outstanding Amount of the Class D Notes and shall not be considered “due and payable” for the purposes of Section 5.1(a) until the Payment Date on which funds are available to pay such Class D Applicable Periodic Interest Shortfall Amount in respect thereofaccordance with Section 11.1. So long as any Class A Notes, Class B Notes, Class C Notes or Class D Notes are Outstanding, any Class E Applicable Periodic Interest Shortfall Amount shall be deferred and added to the then Aggregate Outstanding Amount of the Class E Notes and shall not be considered “due and payable” for the purposes of Section 5.1(a) until the Payment Date on which funds are available to pay such Class E Applicable Periodic Interest Shortfall Amount in accordance with Section 11.1. So long as any Class A Notes, Class B Notes, Class C Notes, Class D Notes or Class E Notes are Outstanding, any Class F Applicable Periodic Interest Shortfall Amount shall be deferred and added to the then Aggregate Outstanding Amount of the Class F Notes and shall not be considered “due and payable” for the purposes of Section 5.1(a) until the Payment Date on which funds are available to pay such Class F Applicable Periodic Interest Shortfall Amount in accordance with Section 11.1. So long as any Class A Notes, Class B Notes, Class C Notes, Class D Notes, Class E Notes or Class F Notes are Outstanding, any Class G Applicable Periodic Interest Shortfall Amount shall be deferred and added to the then Aggregate Outstanding Amount of the Class G Notes and shall not be considered “due and payable” for the purposes of Section 5.1(a) until the Payment Date on which funds are available to pay such Class G Applicable Periodic Interest Shortfall Amount in accordance with Section 11.1. So long as any Class A Notes, Class B Notes, Class C Notes, Class D Notes, Class E Notes, Class F Notes or Class G Notes are Outstanding, any Class H Applicable Periodic Interest Shortfall Amount shall be deferred and added to the then Aggregate Outstanding Amount of the Class H Notes and shall not be considered “due and payable” for the purposes of Section 5.1(a) until the Payment Date on which funds are available to pay such Class H Applicable Periodic Interest Shortfall Amount in accordance with Section 11.1. So long as any Class A Notes, Class B Notes, Class C Notes, Class D Notes, Class E Notes, Class F Notes, Class G Notes or Class H Notes are Outstanding, any Class J Applicable Periodic Interest Shortfall Amount shall be deferred and added to the then Aggregate Outstanding Amount of the Class J Notes and shall not be considered “due and payable” for the purposes of Section 5.1(a) until the Payment Date on which funds are available to pay such Class J Applicable Periodic Interest Shortfall Amount in accordance with Section 11.1. So long as any Class A Notes, Class B Notes, Class C Notes, Class D Notes, Class E Notes, Class F Notes, Class G Notes, Class H Notes or Class J Notes are Outstanding, any Class K Applicable Periodic Interest Shortfall Amount shall be deferred and added to the then Aggregate Outstanding Amount of the Class K Notes and shall not be considered “due and payable” for the purposes of Section 5.1(a) until the Payment Date on which funds are available to pay such Class K Applicable Periodic Interest Shortfall Amount in accordance with Section 11.1. (b) The principal of each Rated Note shall be payable in installments in the amount of any applicable Principal Distribution Amount and any Additional Principal Distribution Amount, beginning on the Initial Payment Date and ending no later than the Stated Maturity Date thereof unless the unpaid principal of such Rated Note becomes due and payable at an earlier date by declaration of acceleration, call for redemption or otherwise; provided that: (1) so long as any Class A Senior Notes are Outstanding, except as provided in Section 9 and Section 11.1(b)(22), the payment of principal of the Class A-2 Notes, Class B Notes, Class C Notes, Class D Notes, Class E Notes, Class F Notes, Class G Notes, Class H Notes, Class J Notes and Class K Notes (to the PAA Issued Note Paying Agent for payment on the Class K Notes in accordance with Article Nine or otherwise. All reductions the Paying Agency Agreement) (x) may only occur after principal of the Class A Senior Notes have been paid in full and (y) shall be subordinated to the payment on each Payment Date of the principal amount of a Note effected by payments of installments of principal made on any Payment Date shall be binding upon all future Noteholders of such Note and of any Note issued upon the registration of transfer thereof or in exchange therefor or in lieu thereof, whether or not such payment is noted on such Note. Each installment of principal interest due and payable on the Class A Senior Notes and other amounts payable in accordance with Section 11.1; (2) so long as any Class A Notes are Outstanding, except as provided in Section 9 and Section 11.1(b)(22), the payment of principal of the Class B Notes, Class C Notes, Class D Notes, Class E Notes, Class F Notes, Class G Notes, Class H Notes, Class J Notes and Class K Notes (to the PAA Issued Note Paying Agent for payment on the Class K Notes in accordance with the Paying Agency Agreement) (x) may only occur after principal of the Class A Notes has been paid in full and (y) shall be in an amount equal subordinated to the Principal Distribution Amount plus any Additional Principal Distribution Amount for such payment on each Payment Date. Principal shall be payable on a pro rata basis based upon Date of the relative face amount of each Note; provided that, if as a result of such proration a portion of such principal would be less than $0.01, then such payment shall be decreased to the nearest whole cent, and such portion shall be applied to the next succeeding principal payment. (c) The principal and interest due and payable on the Class A Notes and other amounts payable in accordance with Section 11.1; (3) so long as any Class A Notes or Class B Notes are payableOutstanding, through except as provided in Section 9 and Section 11.1(b)(22), the payment of principal of the Class C Notes, Class D Notes, Class E Notes, Class F Notes, Class G Notes, Class H Notes, Class J Notes and Class K Notes (to the PAA Issued Note Paying Agent for payment on the Class K Notes in accordance with the Paying Agent on behalf Agency Agreement) (x) may only occur after principal of the Issuer, by check mailed by first-class mail Class A Notes and Class B Notes has been paid in full and (y) shall be subordinated to the Person whose name appears as payment on each Payment Date of the Registered Noteholder of such Note principal and interest due and payable on the Class A Notes and Class B Notes and other amounts payable in accordance with Section 11.1; (4) so long as any Class A Notes, Class B Notes or Class C Notes are Outstanding, except as provided in Section 11.1(b)(22), the payment of principal of the Class D Notes, Class E Notes, Class F Notes, Class G Notes, Class H Notes, Class J Notes and Class K Notes (to the PAA Issued Note Register at the address of such Person as it appears Paying Agent for payment on the Note Register orClass K Notes in accordance with the Paying Agency Agreement) (x) may only occur after principal of the Class A Notes, at the option of any Noteholder, by wire transfer Class B Notes and Class C Notes has been paid in immediately available funds full and (y) shall be subordinated to the accountpayment on each Payment Date of the principal and interest due and payable on the Class A Notes, Class B Notes and Class C Notes and other amounts payable in accordance with Section 11.1; (5) so long as any Class A Notes, Class B Notes, Class C Notes or Class D Notes are Outstanding, except as provided in Section 11.1(b)(22), the payment of principal of the Class E Notes, Class F Notes, Class G Notes, Class H Notes, Class J Notes and Class K Notes (to the PAA Issued Note Paying Agent for payment on the Class K Notes in accordance with the Paying Agency Agreement) (x) may only occur after principal of the Class A Notes, Class B Notes, Class C Notes and

Payment of Principal and Interest; Rights Preserved. (a) For each applicable Accrual PeriodPrincipal of and interest on any Note which is payable, and is punctually paid or duly provided for, on any Interest Payment Date shall be paid to the Person in whose name that Note (or one or more Predecessor Notes) is registered at the close of business on the Regular Record Date for such interest. Payments of principal of and interest on the Notes shall accrue interest on be made by deposit with the Outstanding Principal Balance thereof Paying Agent or by check mailed to the address of the Person entitled thereto, as such address shall appear in the Note Register at the Note Interest Rate as determined during such period in accordance with Section 3.06. All interest and fees accrued hereunder shall be calculated on the basis of a 360-day year and actual days elapsed and shall accrue on a daily basis through the last day preceding the Final Payment Date and (to the extent that the payment time of such interest shall be legally enforceable) on any overdue payment of interest from the date such interest became due and payable (giving effect to any applicable grace periods provided herein) until fully paid. All interest shall be due and payable in arrears on each Payment Date. In making any interest payment, if except for the interest calculation final installment of principal payable with respect to a Note Note, as shall result be payable as provided in a portion Section 9.01 (in the case of Notes redeemed) or payable upon presentation and surrender of such payment being less than $0.01, then such payment shall be decreased Note to the nearest whole cent, and no subsequent adjustment shall be made in respect thereofPaying Agent. (b) Any interest on any Note which is payable, but is not punctually paid or duly provided for, on any Interest Payment Date (herein called "Defaulted Interest") shall forthwith cease to be payable to the registered Holder on the relevant Regular Record Date by virtue of having been such Holder; and such Defaulted Interest may be paid by the Company, at its election in each case; as provided in Clause (1) or Clause (2) below: (1) The principal Company may elect to make payment of each Note any Defaulted Interest to the Persons in whose names the Notes (or their respective Predecessor Notes) are registered at the close of business on a Special Record Date for the payment of such Defaulted Interest, which shall be payable fixed in installments the following manner. The Company shall notify the Trustee in writing of the amount of any applicable Principal Distribution Amount Defaulted Interest proposed to be paid on each Note and any Additional Principal Distribution Amountthe date of the proposed payment, beginning on and at the Initial Payment Date and ending no later than same time the Stated Maturity thereof unless such Note becomes due and payable at Company shall deposit with the Trustee an earlier date by declaration of acceleration, call for redemption in accordance with Article Nine or otherwise. All reductions in the principal amount of a Note effected by payments of installments of principal made on any Payment Date shall be binding upon all future Noteholders of such Note and of any Note issued upon the registration of transfer thereof or in exchange therefor or in lieu thereof, whether or not such payment is noted on such Note. Each installment of principal payable on the Notes shall be in an amount money equal to the Principal Distribution Amount plus any Additional Principal Distribution Amount aggregate amount proposed to be paid in respect of such Defaulted Interest or shall make arrangements satisfactory to the Trustee for such Payment deposit prior to the date of the proposed payment, such money when deposited to be held in trust for the benefit of the Persons entitled to such Defaulted Interest as in this Clause provided. Thereupon the Trustee shall fix a Special Record Date for the payment of such Defaulted Interest which shall be not more than 15 nor less than 10 days prior to the date of the proposed payment and not less than 10 days after the receipt by the Trustee of the notice of the proposed payment. The Trustee shall promptly notify the Company of such Special Record Date and, in the name and at the expense of the Company, shall cause notice of the proposed payment of such Defaulted Interest and the Special Record Date and payment date therefor to be mailed, first class postage prepaid, to each Noteholder at his address as it appears in the Note Register, not less than 10 days prior to such Special Record Date. Principal Notice of the proposed payment of such Defaulted Interest and the Special Record Date therefor having been mailed as aforesaid, such Defaulted Interest shall be paid to the Persons in whose names the Notes (or their respective Predecessor Notes) are registered on such Special Record Date and shall no longer be payable pursuant to the following Clause (2). (2) The Company may make payment of any Defaulted Interest in any other lawful manner not inconsistent with the requirements of any securities exchange on a pro rata basis based which the Notes may be listed, and upon such notice as may be required by such exchange, if, after notice given by the relative face amount Company to the Trustee of each Note; provided thatthe proposed payment pursuant to this Clause, if as a result of such proration a portion of such principal would be less than $0.01, then such payment shall be decreased to deemed practicable by the nearest whole cent, and such portion shall be applied to the next succeeding principal paymentTrustee. (c) The principal and interest on the Notes are payable, through the Paying Agent on behalf of the Issuer, by check mailed by first-class mail Subject to the Person whose name appears as the Registered Noteholder foregoing provisions of such this Section, each Note on the Note Register at the address delivered under this Indenture upon registration of such Person as it appears on the Note Register or, at the option transfer of or in exchange for or in lieu of any Noteholderother Note shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by wire transfer in immediately available funds to the accountsuch other Note.

Payment of Principal and Interest; Rights Preserved. (a) For each applicable Accrual PeriodThe principal or redemption price of any Bond shall be payable, upon surrender of such Bond, in any coin or currency of the Notes shall accrue interest on the Outstanding Principal Balance thereof United States of America which, at the Note Interest Rate as determined during such period in accordance with Section 3.06. All interest and fees accrued hereunder shall be calculated on the basis time of a 360-day year and actual days elapsed and shall accrue on a daily basis through the last day preceding the Final Payment Date and (to the extent that payment, is legal tender for the payment of such interest shall be legally enforceable) public and private debts, at the Principal Office of any Paying Agent, including funds evidenced by wire transfer. Interest on any overdue payment of interest from the date such interest became due and payable (giving effect to any applicable grace periods provided herein) until fully paid. All interest shall be due and payable in arrears Bond on each Interest Payment Date. In making any interest payment, if the interest calculation with respect to a Note shall result in a portion of such payment being less than $0.01, then such payment shall be decreased to the nearest whole cent, and no subsequent adjustment shall be made Date in respect thereof. (b) The principal of each Note thereof shall be payable in installments by check mailed to the address of the person entitled thereto as such address shall appear in the amount Bond Register; provided that at the written request of any applicable Principal Distribution Amount and any Additional Principal Distribution Amount, beginning on the Initial Payment Date and ending no later than the Stated Maturity thereof unless such Note becomes due and payable owner of at an earlier date by declaration of acceleration, call for redemption in accordance with Article Nine or otherwise. All reductions in the least $1,000,000 aggregate principal amount of a Note effected Bonds received by payments of installments of principal made on any Payment Date shall be binding upon all future Noteholders of such Note and of any Note issued upon the registration of transfer thereof or in exchange therefor or in lieu thereofBond Registrar at least one Business Day before the corresponding Record Date, whether or not such payment is noted on such Note. Each installment of principal payable interest accrued on the Notes shall be in an amount equal to the Principal Distribution Amount plus any Additional Principal Distribution Amount for such Payment Date. Principal shall Bonds will be payable on a pro rata basis based upon the relative face amount of each Note; provided that, if as a result of such proration a portion of such principal would be less than $0.01, then such payment shall be decreased to the nearest whole cent, and such portion shall be applied to the next succeeding principal payment. (c) The principal and interest on the Notes are payable, through the Paying Agent on behalf of the Issuer, by check mailed by first-class mail to the Person whose name appears as the Registered Noteholder of such Note on the Note Register at the address of such Person as it appears on the Note Register or, at the option of any Noteholder, by wire transfer within the United States in immediately available funds to the accountbank account number of such owner specified in such request and entered by the Bond Registrar on the Bond Register; and provided further that interest payable at maturity (or redemption) shall be paid only upon presentation and surrender of such Bond. Interest on any Bond which is payable, and is punctually paid or duly provided for, on any Interest Payment Date shall be paid to the person in whose name that Bond is registered at the close of business on the Regular Record Date for such interest. Notwithstanding anything herein to the contrary, when any Bond is registered in the name of a Depository or its nominee, the principal and redemption price of and interest on such Bond shall be payable in next day or federal funds delivered or transmitted to the Depository or its nominee. Any interest on any Bond which is payable, but is not punctually paid or provided for, on any Interest Payment Date (herein called "Defaulted Interest") shall forthwith cease to be payable to the owner of such Bond on the relevant Regular Record Date by virtue of having been such owner, and such Defaulted Interest shall be paid to the person in whose name the Bond is registered at the close of business on a Special Record Date to be fixed by the Trustee, such date to be no more than 15 nor fewer than 10 days prior to the date of proposed payment. The Trustee shall cause notice of the proposed payment of such Defaulted Interest and the Special Record Date therefor to be mailed, first class postage prepaid, to each Bondholder at his address as it appears in the Bond Register, not fewer than 10 days prior to such Special Record Date. Subject to the foregoing provisions of this Section 2.08, each Bond delivered under this Indenture upon registration of transfer of or exchange for or in lieu of any other Bond shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Bond.

Payment of Principal and Interest; Rights Preserved. (a) For each applicable Interest Accrual Period, the Notes of each Class shall accrue interest on the Outstanding Principal Note Balance thereof at the Note Rate applicable to such Class; provided, however, that with respect to each Class of Notes and on each Payment Date, interest shall be deemed not to have accrued during the previous Interest Rate Accrual Period on an amount equal to the Impairment of such Class of Notes. Notwithstanding the foregoing, if, on any subsequent Payment Date and with respect to each Class of Notes, no Impairment is allocated to such Class of Notes, all Deferred Interest for such Class of Notes shall be deemed to have accrued during the immediately preceding Interest Accrual Period and be payable on such Payment Date as determined during such period in accordance with Section 3.06Note Current Interest. All interest and fees accrued hereunder on the Notes of each Class shall be calculated on the basis of the actual number of days elapsed during the related Interest Accrual Period and a three-hundred-sixty (360)-day year, except for interest on the Class E-2 Notes, which shall be calculated on the basis of a 360three-hundred-sixty (360)-day year comprised of twelve 30-day year and actual days elapsed and months. Furthermore, all interest accrued hereunder on the Notes of each Class shall accrue on a daily basis through the last day preceding the Final Payment Stated Maturity Date and (and, to the extent that the payment of such interest shall be legally enforceable) enforceable (except with respect to Deferred Interest), on any overdue payment of interest at the Note Rate from the date such interest became becomes due and payable (giving effect to any applicable grace periods provided herein) until fully paid. All accrued interest shall be due and payable in arrears on each Payment DateDate and shall be paid by the Trustee to the Noteholders in accordance with Section 13.03. In making any interest payment, if the interest calculation with respect to a Note shall result in a portion of such payment being less than $0.01, then such payment shall be decreased to the nearest whole cent, and no subsequent adjustment shall be made in respect thereof. (b) The principal of each Note shall be payable in installments in the amount of any applicable Principal Distribution Amount and any Additional Principal Distribution Amount, on each Payment Date beginning on the Initial first Payment Date and ending no later than after the Stated Maturity thereof end of the Revolving Period, unless such Note becomes due and payable at an earlier date by declaration of acceleration, (i) call for redemption or pursuant to a Takeout Transaction in accordance with Article Nine XI or otherwise. All reductions in the principal amount (ii) reason of a Note effected by payments of installments of principal made on any Payment Date shall be binding upon all future Noteholders of such Note and of any Note issued upon the registration of transfer thereof or Borrowing Base Deficiency in exchange therefor or in lieu thereof, whether or not such payment is noted on such Noteaccordance with Section 13.03(c)(xii). Each The installment of principal payable due on the Class A Notes shall be in an amount equal on any such Payment Date shall, to the Principal Distribution Amount plus any Additional Principal Distribution Amount for extent of Available Funds in accordance with Section 13.03 on such Payment Date, be paid as set forth in Section 13.03(d)(xiv). Principal shall be payable The installment of principal due on a pro rata basis based upon the relative face amount of each Note; provided thatClass B Notes on any such Payment Date shall, if as a result of such proration a portion of such principal would be less than $0.01, then such payment shall be decreased to the nearest whole centextent of Available Funds in accordance with Section 13.03 on such Payment Date, and such portion shall be applied to the next succeeding principal payment. (c) The principal and interest on the Notes are payable, through the Paying Agent on behalf of the Issuer, by check mailed by first-class mail to the Person whose name appears paid as the Registered Noteholder of such Note on the Note Register at the address of such Person as it appears on the Note Register or, at the option of any Noteholder, by wire transfer set forth in immediately available funds to the accountSection

Payment of Principal and Interest; Rights Preserved. (a) For each applicable Accrual Period, the The Notes shall accrue bear interest on the Outstanding Principal Balance average daily unpaid principal amount thereof during the Interest Accrual Periods through the last day preceding the Final Payment Date at the Note Interest Rate as determined during such period in accordance with Section 3.06. All interest and fees accrued hereunder shall be (calculated on the basis of a 360-day year and actual consisting of 12 months of 30 days elapsed and shall accrue on a daily basis through the last day preceding the Final Payment Date and (to the extent that the payment of such interest shall be legally enforceable) on any overdue payment of interest from the date such interest became due and payable (giving effect to any applicable grace periods provided herein) until fully paideach). All interest Interest shall be due and payable in arrears on each Payment Date only to the extent that funds on deposit in the Collection Account are available after making the payments set forth in clauses (i) through (v) of Section 12.02(d) hereof. Each payment of interest shall be calculated as described above on the average daily Outstanding Principal Balance since the preceding Payment Date. In , or on the Closing Date with respect to the first Payment Date; provided, however, that in making any interest payment, if the interest calculation with respect to a Note shall result in a portion of such payment being less than $0.01.01, then such payment shall be decreased to the nearest whole cent, and no subsequent adjustment shall be made in respect thereof. Any interest either (i) not paid when due or (ii) not paid due to the unavailability of funds therefor shall accrue interest at the Note Interest Rate. (b) The principal of each Note shall be payable in installments in the amount of any applicable Principal Distribution Amount and any Additional Principal Distribution Amount, beginning on the Initial Payment Date and ending no later than the Stated Maturity thereof unless such Note becomes due and payable at an earlier date by declaration of acceleration, call for redemption in accordance with Article Nine Ten hereof, or otherwise. All reductions in the principal amount of a Note effected by payments of installments of principal made on any Payment Date shall be binding upon all future Noteholders Holders of such Note and of any Note issued upon the registration of transfer thereof or in exchange therefor or in lieu thereof, whether or not such payment is noted on such Note. Each installment of principal payable on the Notes shall be in an amount equal to the Principal Distribution Amount plus any Additional Principal Distribution Amount for such Payment DateAmount. Principal The principal payable on the Notes shall be payable paid beginning on the Payment Date occurring in the month following the Collection Period in which the Amortization Date occurs, and ending on the Final Payment Date on a pro rata basis based upon the relative face amount of each Note; provided thatprovided, however, that if as a result of such proration a portion of such principal would be less than $0.01.01, then such payment shall be decreased to the nearest whole cent, and such portion shall be applied to the next succeeding principal payment. (c) The principal and interest on the Notes are payable, through the Paying Agent on behalf of the Issuer, by check mailed by first-class mail to the Person whose name appears as the Registered Noteholder Holder of such Note on the Note Register at the address of such Person as it appears on the Note Register or, at the option of any NoteholderHolder of Notes, by wire transfer in immediately available funds (at the expense of the Issuer) to the accountaccount specified in writing to the Indenture Trustee by such Registered Holder at least five Business Days prior to the Record Date for the Payment Date on which wire transfers will commence, in such coin or currency of the United States of America as at the time of payment is legal tender for the payment of

Payment of Principal and Interest; Rights Preserved. (a) For each applicable Accrual Period, the Each Series of Class A Notes and Class B Notes shall accrue interest on the Outstanding Principal Balance thereof during each Interest Accrual Period at the applicable Note Interest Rate specified in Section 2.2(c), in the case of the initial Series of Class A Notes and Class B Notes issued under this Indenture, and in the case of any subsequent Series of Class A Notes or Class B Notes, at the applicable Note Interest Rate specified in the Supplemental Indenture for such Series. The Class C Notes shall accrue interest during each Interest Accrual Period at the applicable Note Interest Rate as determined during such period specified in accordance with Section 3.062.2. All interest and fees accrued hereunder shall be calculated Interest on the basis each Class of a 360-day year and actual days elapsed and shall accrue on a daily basis through the last day preceding the Final Payment Date and (to the extent that the payment of such interest shall be legally enforceable) on any overdue payment of interest from the date such interest became due and payable (giving effect to any applicable grace periods provided herein) until fully paid. All interest Notes shall be due and payable in arrears on each Quarterly Payment DateDate immediately following the related Interest Accrual Period; provided that (i) payment of interest on the Class B Notes (and premium, if any) and the Class C Notes is subordinated to the payment on each Quarterly Payment Date or on any date following an Acceleration, of the interest (but not premium) due and payable on the Class A Notes of each Series (together with Defaulted Interest, if any) and may be paid only in accordance with the Priority of Payments or the Priority of Acceleration Payments, as applicable, (ii) payment of interest on the Class C Notes is subordinated to the payment on each Quarterly Payment Date or on any date following an Acceleration, of the interest (but not premium) due and payable on the Class A Notes and the interest (but not premium) due and payable on the Class B Notes (together with Defaulted Interest, if any) and may be paid only in accordance with the Priority of Payments or the Priority of Acceleration Payments, as applicable, and (iii) payments of interest on all Notes are subordinated to the payment on each Quarterly Payment Date or on any date following an Acceleration, of other amounts senior to such payments of interest in accordance with the Priority of Payments or the Priority of Acceleration Payments, as applicable. In making So long as any Class A Notes are Outstanding, any interest paymentdue on the aggregate outstanding principal of the Class B Notes which is not available to be paid as a result of the operation of the Priority of Payments on any Quarterly Payment Date (such interest, if "Class B Deferred Interest") shall not be considered "due and payable" for the purposes of Section 5.1(a) of the Common Agreement (and the failure to pay such interest calculation shall not be an Event of Default, but may constitute a Deferral Event) until the Quarterly Payment Date on which such interest is available to be paid in accordance with the Priority of Payments or until the first Quarterly Payment Date on or after which the Class A Notes are no longer Outstanding. Any Class B Deferred Interest shall be added to the aggregate principal amount of the Class B Notes and interest shall accrue on the aggregate principal amount of Class B Notes as so increased at the Class B Deferral Interest Rate until (and including) the Interest Accrual Period immediately preceding the Quarterly Payment Date on which all interest due and payable on the Class B Notes as of such Quarterly Payment Date is paid in full (without any deferral), and thereafter, interest shall accrue on the aggregate principal amount of the Class B Notes at the Class B Note Interest Rate. So long as any Class A Notes and Class B Notes are Outstanding, any interest due on the Class C Notes which is not available to be paid as a result of the operation of the Priority of Payments on any Quarterly Payment Date (such interest, the "Class C Deferred Interest") shall not be considered "due and payable" for the purposes of Section 5.1(a) of the Common Agreement (and the failure to pay such interest shall not be an Event of Default) until the Quarterly Payment Date on which such interest is available to be paid in accordance with the Priority of Payments or until the first Quarterly Payment Date on or after which the Class A Notes and the Class B Notes are no longer Outstanding. Any Class C Deferred Interest shall be added to the aggregate principal of the Class C Notes and interest shall accrue on the aggregate principal amount as so increased at the Class C Note Interest Rate. Interest will cease to accrue on each Note, or in the case of a partial repayment or redemption, on such part, from the date of repayment or redemption or Stated Maturity unless payment of principal is improperly withheld or unless Default is otherwise made with respect to a such payments. To the extent lawful and enforceable, interest on any Defaulted Interest shall accrue at the applicable Note shall result in a portion of such payment being less than $0.01, then such payment shall be decreased to the nearest whole cent, and no subsequent adjustment shall be made in respect thereofInterest Rate until paid as provided herein. (b) The principal of each Class A Note shall be due and payable in installments in the amount of any applicable Principal Distribution Amount and any Additional Principal Distribution Amount, beginning on the Initial Payment Date and ending no later than the Stated Maturity thereof unless the unpaid principal of such Note becomes due and payable at an earlier date by declaration of accelerationAcceleration, call for redemption or otherwise. The principal of each Class B Note and each Class C Note shall be due and payable no later than the Stated Maturity thereof unless the unpaid principal of such Note becomes due and payable at an earlier date by declaration of Acceleration, call for redemption or otherwise; provided, except as otherwise provided in Article 9 and the Priority of Payments, the payment of principal of the Class B Notes and the Class C Notes may only occur after principal of the Class A Notes has been paid in full and is subordinated to the payment on each Quarterly Payment Date or on any date following an Acceleration, to the principal due and payable on the Class A Notes and other amounts in accordance with the Priority of Payments or the Priority of Acceleration Payments, as applicable; and any payment of principal of the Class B Notes which is not paid, in accordance with the Priority of Payments, on any Quarterly Payment Date, shall not be considered "due and payable" for purposes of Section 5.1(b) of the Common Agreement until the Quarterly Payment Date on which such principal may be paid in accordance with the Priority of Payments or, if earlier, the Quarterly Payment Date on which all of the Class A Notes have been paid in full; provided, further, except as provided in Article Nine or otherwise. All reductions 9 and the Priority of Payments, the payment of principal of the Class C Notes may only occur after principal of the Class A Notes and Class B Notes has been paid in full and is subordinated to the payment of the principal amount and interest due and payable on the Class A Notes and Class B Notes and other amounts in accordance with the Priority of a Note effected by payments Payments or the Priority of installments Acceleration Payments, as applicable; and any payment of principal made of the Class C Notes which is not paid, in accordance with the Priority of Payments, on any Quarterly Payment Date shall not be binding upon all future Noteholders considered "due and payable" for purposes of Section 5.1(b) of the Common Agreement until the Quarterly Payment Date on which such Note and principal may be paid in accordance with the Priority of any Note issued upon the registration of transfer thereof or in exchange therefor or in lieu thereof, whether or not such payment is noted on such Note. Each installment of principal payable on the Notes shall be in an amount equal to the Principal Distribution Amount plus any Additional Principal Distribution Amount for such Payment Date. Principal shall be payable on a pro rata basis based upon the relative face amount of each Note; provided thatPayments or, if as a result earlier, the Quarterly Payment Date on which all of such proration a portion of such principal would be less than $0.01, then such payment shall be decreased to the nearest whole cent, Class A Notes and such portion shall be applied to the next succeeding principal paymentClass B Notes have been paid in full. (c) The Subject to the provisions of Sections 2.6(a) and (b) hereof, the Holders of Notes as of the most recent Record Date shall be entitled to the interest accrued and principal payable in accordance with Section 4.1 or 4.3 (as applicable) of the Security Agreement. All such payments that are mailed or wired and returned to the Paying Agent shall be held for payment as herein provided at the office or agency of the Issuers to be maintained as provided in Section 7.2. (d) Any Paying Agent may require certification acceptable to it to enable the Issuers, the Trustee and any Paying Agent to determine their duties and liabilities with respect to any taxes or other charges that they may be required to deduct or withhold from payments in respect of such Note under any present or future law or regulation of any taxing authority or to comply with any reporting or other requirements under any such law or regulation. (e) Payments in respect of principal and interest on the Notes are payable, through shall be payable by a Dollar check drawn on a bank in the Paying Agent on behalf of the Issuer, by check mailed by first-class mail to the Person whose name appears as the Registered Noteholder of such Note on the Note Register at the address of such Person as it appears on the Note Register or, at the option of any Noteholder, U.S. or by wire transfer in immediately available funds to a Dollar account maintained by a Noteholder in accordance with wire transfer instructions received by any Paying Agent on or before the accountRecord Date; provided that any such wire transfer instructions may indicate that they are applicable to all future payments until such Noteholder informs the Paying Agent to the contrary.

Payment of Principal and Interest; Rights Preserved. (a) For each applicable Interest Accrual Period, the Notes of each Class shall accrue interest on the Outstanding Principal Note Balance thereof at the Note Rate applicable to such Class; provided however, that with respect to each Class of Notes and on each Payment Date, interest shall be deemed not to have accrued during the previous Interest Rate Accrual Period on an amount equal to the Impairment of such Class of Notes. Notwithstanding the foregoing, if, on any subsequent Payment Date and with respect to each Class of Notes, no Impairment is allocated to such Class of Notes, all Deferred Interest for such Class of Notes shall be deemed to have accrued during the immediately preceding Interest Accrual Period and be payable on such Payment Date as determined during such period in accordance with Section 3.06Note Current Interest. All interest and fees accrued hereunder on the Class A Notes, the Class B-1 Notes and the Class B-2 Notes shall be calculated on the basis of a 360three-hundred-sixty (360)-day year comprised of twelve 30-day year and actual days elapsed months and shall accrue on a daily basis through the last day preceding the Final Payment Stated Maturity Date and (and, to the extent that the payment of such interest shall be legally enforceable) enforceable (except with respect to Deferred Interest), on any overdue payment of interest at the Note Rate from the date such interest became becomes due and payable (giving effect to any applicable grace periods provided herein) until fully paid. All accrued interest shall be due and payable in arrears on each Payment DateDate and shall be paid by the Trustee to the Noteholders in accordance with Section 13.03. In making any interest payment, if the interest calculation with respect to a Note shall result in a portion of such payment being less than $0.01, then such payment shall be decreased to the nearest whole cent, and no subsequent adjustment shall be made in respect thereof. (b) The principal of each Note shall be payable in installments in the amount of any applicable Principal Distribution Amount and any Additional Principal Distribution Amount, on each Payment Date beginning on the Initial Payment Date and ending no later than the Stated Maturity thereof unless such Note becomes due and payable at an earlier date by declaration of acceleration, call for redemption in accordance with Article Nine XI. The installment of principal due on the Class A Notes on any Payment Date shall, to the extent of cash flow available therefor in accordance with Section 13.03 on such Payment Date, be paid as set forth in Section 13.03(c)(viii). The installment of principal due on the Class B-1 Notes on any Payment Date shall, to the extent of cash flow available therefor in accordance with Section 13.03 on such Payment Date, be paid as set forth in Section 13.03(c)(ix). The installment of principal due on the Class B-2 Notes on any Payment Date shall, to the extent of cash flow available therefor in accordance with Section 13.03 on such Payment Date, be paid as set forth in Section 13.03(c)(x). All unpaid principal on any Note (together with interest thereon and all other amounts due and payable hereunder or otherwisein respect of the Notes) shall be due and payable in full on the Stated Maturity Date for such Note. All reductions in the principal amount of a Note effected by payments payment of such installments of principal made on any Payment Date shall be binding upon all future Noteholders of such Note and of any Note issued upon the registration of transfer thereof or in exchange therefor or in lieu thereof, whether or not such payment is noted on such Note. Each installment of principal payable on the Notes shall be in an amount equal to the Principal Distribution Amount plus any Additional Principal Distribution Amount for such Payment Date. Principal shall be payable to Noteholders in the same Class on a pro rata basis based upon the relative face amount Outstanding Note Balance of each Notethe Notes in such Class as of the related date of determination; provided that, if as a result of such proration a portion of such principal would be less than $0.01, then such payment shall be decreased to the nearest whole cent, and such portion shall be applied to the next succeeding principal payment. (c) The principal (other than principal to be deposited into the Prefunding Account in accordance with Sections 13.03(c)(viii), 13.03(c)(ix) and 13.03(c)(x)) of and interest on the Notes Notes, and other amounts payable to the Noteholders under Section 13.03, are payable, through the Paying Agent on behalf of the Issuer, by check mailed by first-class mail to the Person whose name appears as the Registered Noteholder Holder of such Note on the Note Register at the address of such Person as it appears on the Note Register or, at the option of any Noteholder, by wire transfer in immediately available funds to the accountaccount specified in writing to the Trustee by such Registered Holder at least five (5) Business Days prior to the Record Date for the Payment Date on which wire transfers will commence, in such coin or currency of the United States of America as at the time of payment is legal tender for the payment of public and private debts. All payments on the Notes shall be paid without any requirement of presentment. The Issuer shall notify the Person in whose name a Note is registered at the close of business on the Record Date immediately preceding the Payment Date on which the Issuer expects that the final installment of principal of such Note will be paid. Such notice shall be mailed no later than the tenth (10th) day prior to such Payment Date and shall specify the place where such Note may be surrendered. Funds representing any such checks returned undeliverable shall be held in accordance with Section 7.15. Each Noteholder shall promptly surrender its Note to the Trustee at the Corporate Trust Office or in the case of mutilated, destroyed, lost or stolen Notes, as provided in Section 2.07, upon payment of the final installment of principal of such Note.

Payment of Principal and Interest; Rights Preserved. (a) For each applicable Interest Accrual Period, the Notes of each Class shall accrue interest on the Outstanding Principal Note Balance thereof at the Note Interest Rate as determined during applicable to such period in accordance with Section 3.06Class. All interest and fees accrued hereunder on the Class A-1 Notes and the Class A-3 Notes shall be calculated on the basis of the actual number of days in such Interest Accrual Period and a 360three-day hundred-sixty (360)-day year and actual days elapsed and shall accrue on a daily basis through the last day preceding the Final Payment Stated Maturity Date and (to the extent that the payment of such interest shall be legally enforceable) on any overdue payment of interest from the date such interest became becomes due and payable (giving effect to any applicable grace periods provided herein) until fully paid. All interest and fees accrued hereunder on the Class A-2 Notes and the Class B Notes shall be calculated on the basis of a three-hundred-sixty (360)-day year comprised of twelve 30-day months and shall accrue on a daily basis through the day preceding the Stated Maturity Date and (to the extent that the payment of such interest shall be legally enforceable) on any overdue payment of interest from the date such interest becomes due and payable (giving effect to any applicable grace periods herein) until fully paid. All accrued interest shall be due and payable in arrears on each Payment DateDate and shall be paid by the Trustee to the Noteholders in accordance with Section 13.03. In making any interest payment, if the interest calculation with respect to a Note shall result in a portion of such payment being less than $0.01, then such payment shall be decreased to the nearest whole cent, and no subsequent adjustment shall be made in respect thereof. (b) The principal of each Note shall be payable on each Payment Date in installments in the amount of any applicable Principal Distribution Amount and any Additional Principal Distribution Amount, beginning on the Initial Payment Date and ending no later than the Stated Maturity Date thereof unless such Note becomes due and payable at an earlier date by declaration of acceleration, acceleration in accordance with Article VI or call for redemption in accordance with Article Nine XI. The installment of principal due on the Class A-1 Notes on any Payment Date (other than the Stated Maturity Date) shall, to the extent of cash flow available therefor in accordance with Section 13.03 on such Payment Date, be paid as set forth in Section 13.03(d)(i). The installment of principal due on the Class A-2 Notes on any Payment Date (other than the Stated Maturity Date) shall, to the extent of cash flow available therefor in accordance with Section 13.03 on such Payment Date, be paid as set forth in Section 13.03(d)(ii). The installment of principal due on the Class A-3 Notes on any Payment Date (other than the Stated Maturity Date) shall, to the extent of cash flow available therefor in accordance with Section 13.03 on such Payment Date, be paid as set forth in Section 13.03(d)(iii). The installment of principal due on the Class B Notes on any Payment Date (other than Stated Maturity Date) shall, to the extent of cash flow available therefor in accordance with Section 13.03 on such Payment Date, be paid as set forth in Section 13.03(d)(iv). All unpaid principal on any Note (together with interest thereon and all other amounts due and payable hereunder or otherwisein respect of the Notes) shall be due and payable in full on the Stated Maturity Date for such Note. All reductions in the principal amount of a Note effected by payments payment of such installments of principal made on any Payment Date shall be binding upon all future Noteholders of such Note and of any Note issued upon the registration of transfer thereof or in exchange therefor or in lieu thereof, whether or not such payment is noted on such Note. Each installment of principal payable on the Notes shall be in an amount equal to the Principal Distribution Amount plus any Additional Principal Distribution Amount for such Payment Date. Principal shall be payable to Noteholders in the same Class on a pro rata basis based upon the relative face amount Outstanding Note Balance of each Notethe Notes in such Class as of the related date of determination; provided that, if as a result of such proration a portion of such principal would be less than $0.01, then such payment shall be decreased to the nearest whole cent, and such portion shall be applied to the next succeeding principal payment. (c) The principal of and interest on the Notes Notes, and other amounts payable to the Noteholders under Section 13.03, are payable, through the Paying Agent on behalf of the Issuer, by check mailed by first-class mail to the Person whose name appears as the Registered Noteholder Holder of such Note on the Note Register at the address of such Person as it appears on the Note Register or, at the option of any Noteholder, by wire transfer in immediately available funds to the accountaccount specified in writing to the Trustee by such Registered Holder at least two (2) Business Days prior to the Record Date for the Payment Date on which wire transfers will commence, in such coin or currency of the United States of America as at the time of payment is legal tender for the payment of public and private debts. All payments on the Notes shall be paid without any requirement of presentment. The Issuer shall notify the Person in whose name a Note is registered at the close of business on the Record Date immediately preceding the Payment Date on which the Issuer expects that the final installment of principal of such Note will be paid. Such notice shall be mailed no later than the tenth (10th) day prior to such Payment Date and shall specify the place where such Note may be surrendered. Funds representing any such checks returned undeliverable shall be held in accordance with Section 7.15. Each Noteholder shall promptly surrender its Note to the Trustee at the Corporate Trust Office or in the case of mutilated, destroyed, lost or stolen Notes, as provided in Section 2.08, upon payment of the final installment of principal of such Note.

Payment of Principal and Interest; Rights Preserved. (a) For each applicable Interest Accrual Period, the Notes of each Class shall accrue interest on the Outstanding Principal Note Balance thereof at the Note Interest Rate as determined during applicable to such period in accordance with Section 3.06Class. All interest and fees accrued hereunder on the Class A Notes, the Class B Notes and Class C Notes shall be calculated on the basis of a 360three-hundred-sixty (360)-day year comprised of twelve 30-day year and actual days elapsed months and shall accrue on a daily basis through the last day preceding the Final Payment Stated Maturity Date and (to the extent that the payment of such interest shall be legally enforceable) on any overdue payment of interest from the date such interest became becomes due and payable (giving effect to any applicable grace periods provided herein) until fully paid. All accrued interest shall be due and payable in arrears on each Payment DateDate and shall be paid by the Trustee to the Noteholders in accordance with Section 13.03. In making any interest payment, if the interest calculation with respect to a Note shall result in a portion of such payment being less than $0.01, then such payment shall be decreased to the nearest whole cent, and no subsequent adjustment shall be made in respect thereof. (b) The principal of each Note shall be payable in installments in the amount of any applicable Principal Distribution Amount and any Additional Principal Distribution Amount, on each Payment Date beginning on the Initial Payment Date and ending no later than the Stated Maturity thereof unless such Note becomes due and payable at an earlier date by declaration of acceleration, call for redemption in accordance with Article Nine XI. The installment of principal due on the Class A Notes on any Payment Date shall, to the extent of cash flow available therefor in accordance with Section 13.03 on such Payment Date, be paid as set forth in Section 13.03(c)(viii). The installment of principal due on the Class B Notes on any Payment Date shall, to the extent of cash flow available therefor in accordance with Section 13.03 on such Payment Date, be paid as set forth in Section 13.03(c)(ix). The installment of principal due on the Class C Notes on any Payment Date shall, to the extent of cash flow available therefor in accordance with Section 13.03 on such Payment Date, be paid as set forth in Section 13.03(c)(x). All unpaid principal on any Note (together with interest thereon and all other amounts due and payable hereunder or otherwisein respect of the Notes) shall be due and payable in full on the Stated Maturity Date for such Note. All reductions in the principal amount of a Note effected by payments payment of such installments of principal made on any Payment Date shall be binding upon all future Noteholders of such Note and of any Note issued upon the registration of transfer thereof or in exchange therefor or in lieu thereof, whether or not such payment is noted on such Note. Each installment of principal payable on the Notes shall be in an amount equal to the Principal Distribution Amount plus any Additional Principal Distribution Amount for such Payment Date. Principal shall be payable to Noteholders in the same Class on a pro rata basis based upon the relative face amount Outstanding Note Balance of each Notethe Notes in such Class as of the related date of determination; provided that, if as a result of such proration a portion of such principal would be less than $0.01, then such payment shall be decreased to the nearest whole cent, and such portion shall be applied to the next succeeding principal payment. (c) The principal of and interest on the Notes Notes, and other amounts payable to the Noteholders under Section 13.03, are payable, through the Paying Agent on behalf of the Issuer, by check mailed by first-class mail to the Person whose name appears as the Registered Noteholder Holder of such Note on the Note Register at the address of such Person as it appears on the Note Register or, at the option of any Noteholder, by wire transfer in immediately available funds to the accountaccount specified in writing to the Trustee by such Registered Holder at least five (5) Business Days prior to the Record Date for the Payment Date on which wire transfers will commence, in such coin or currency of the United States of America as at the time of payment is legal tender for the payment of public and private debts. All payments on the Notes shall be paid without any requirement of presentment. The Issuer shall notify the Person in whose name a Note is registered at the close of business on the Record Date immediately preceding the Payment Date on which the Issuer expects that the final installment of principal of such Note will be paid. Such notice shall be mailed no later than the tenth (10th) day prior to such Payment Date and shall specify the place where such Note may be surrendered. Funds representing any such checks returned undeliverable shall be held in accordance with Section 7.15. Each Noteholder shall promptly surrender its Note to the Trustee at the Corporate Trust Office or in the case of mutilated, destroyed, lost or stolen Notes, as provided in Section 2.07, upon payment of the final installment of principal of such Note.

Payment of Principal and Interest; Rights Preserved. (a) For each applicable Accrual PeriodThe principal or redemption price of any Note shall be payable, upon surrender of such Note, in any coin or currency of the Notes shall accrue interest on the Outstanding Principal Balance thereof United States of America which, at the Note Interest Rate as determined during such period in accordance with Section 3.06. All interest and fees accrued hereunder shall be calculated on the basis time of a 360-day year and actual days elapsed and shall accrue on a daily basis through the last day preceding the Final Payment Date and (to the extent that payment, is legal tender for the payment of such interest shall be legally enforceable) public and private debts, at the Principal Office of any Paying Agent, including funds evidenced by wire transfer. Interest on any overdue payment of interest from the date such interest became due and payable (giving effect to any applicable grace periods provided herein) until fully paid. All interest shall be due and payable in arrears Note on each Interest Payment Date. In making any interest payment, if the interest calculation with respect to a Note shall result in a portion of such payment being less than $0.01, then such payment shall be decreased to the nearest whole cent, and no subsequent adjustment shall be made Date in respect thereof. (b) The principal of each Note thereof shall be payable in installments by check mailed to the address of the person entitled thereto as such address shall appear in the amount Note Register; provided that at the written request of any applicable Principal Distribution Amount and any Additional Principal Distribution Amount, beginning on the Initial Payment Date and ending no later than the Stated Maturity thereof unless such Note becomes due and payable owner of at an earlier date by declaration of acceleration, call for redemption in accordance with Article Nine or otherwise. All reductions in the least $1,000,000 aggregate principal amount of a Notes received by the Note effected by payments of installments of principal made on any Payment Date shall be binding upon all future Noteholders of such Note and of any Note issued upon Registrar at least one Business Day before the registration of transfer thereof or in exchange therefor or in lieu thereofcorresponding Record Date, whether or not such payment is noted on such Note. Each installment of principal payable interest accrued on the Notes shall be in an amount equal to the Principal Distribution Amount plus any Additional Principal Distribution Amount for such Payment Date. Principal shall will be payable on a pro rata basis based upon the relative face amount of each Note; provided that, if as a result of such proration a portion of such principal would be less than $0.01, then such payment shall be decreased to the nearest whole cent, and such portion shall be applied to the next succeeding principal payment. (c) The principal and interest on the Notes are payable, through the Paying Agent on behalf of the Issuer, by check mailed by first-class mail to the Person whose name appears as the Registered Noteholder of such Note on the Note Register at the address of such Person as it appears on the Note Register or, at the option of any Noteholder, by wire transfer within the United States in immediately available funds to the accountbank account number of such owner specified in such request and entered by the Note Registrar on the Note Register; and provided further that interest payable at maturity (or redemption) shall be paid only upon presentation and surrender of such Note. Interest on any Note which is payable, and is punctually paid or duly provided for, on any Interest Payment Date shall be paid to the person in whose name that Note is registered at the close of business on the Regular Record Date for such interest. Notwithstanding anything herein to the contrary, when any Note is registered in the name of a Depository or its nominee, the principal, redemption price and tender purchase price of and interest on such Note shall be payable in federal funds delivered or transmitted to the Depository or its nominee. Any interest on any Note which is payable, but is not punctually paid or provided for, on any Interest Payment Date (herein called "Defaulted Interest") shall forthwith cease to be payable to the owner of such Note on the relevant Regular Record Date by virtue of having been such owner, and such Defaulted Interest shall be paid to the person in whose name the Note is registered at the close of business on a Special Record Date to be fixed by the Trustee, such date to be no more than 15 nor fewer than 10 days prior to the date of proposed payment. The Trustee shall cause notice of the proposed payment of such Defaulted Interest and the Special Record Date therefor to be mailed, first class postage prepaid, to each Noteholder at his address as it appears in the Note Register, not fewer than 10 days prior to such Special Record Date. Subject to the foregoing provisions of this Section 2.09, each Note delivered under this Indenture upon registration of transfer of or exchange for or in lieu of any other Note shall carry the rights to interest accrued and unpaid, and to accrue, which were carried by such other Note.

Payment of Principal and Interest; Rights Preserved. (a) For each applicable Accrual Period, Principal and interest on the Notes shall accrue be paid out of collections of principal and interest on the Outstanding Principal Balance thereof at Daiwa FLOWS Certificates and receipts, if any, with respect to the Note Interest Rate as determined during such period in accordance with Section 3.06. All interest and fees accrued hereunder shall be calculated on the basis of a 360-day year and actual days elapsed and shall accrue on a daily basis through the last day preceding the Final Payment Date and (Other Assets to the extent that and in the payment manner provided in Section 12.01 until the entire unpaid Note Principal Balance of such interest shall be legally enforceable) on any overdue payment each Class of interest from the date such interest became due and payable (giving effect Notes is reduced to any applicable grace periods provided herein) until fully paid. All interest shall be due and payable in arrears on each Payment Date. In making any interest payment, if the interest calculation with respect to a Note shall result in a portion of such payment being less than $0.01, then such payment shall be decreased to the nearest whole cent, and no subsequent adjustment shall be made in respect thereofzero. (b) The Except for the final payment due on each Class of Notes at their Maturity, which final payment shall be made only upon presentation and surrender of each such Note at the office or agency of the Issuer maintained for the purpose of making final Note payments as provided in Section 9.01, payments of interest and principal of each Note shall will be payable in installments in the amount of any applicable Principal Distribution Amount and any Additional Principal Distribution Amount, beginning on the Initial Payment Date and ending no later than the Stated Maturity thereof unless such Note becomes due and payable at an earlier date made by declaration of acceleration, call for redemption in accordance with Article Nine or otherwise. All reductions in the principal amount of a Note effected by payments of installments of principal made on any Payment Date shall be binding upon all future Noteholders of such Note and of any Note issued upon the registration of transfer thereof or in exchange therefor or in lieu thereof, whether or not such payment is noted on such Note. Each installment of principal payable on the Notes shall be in an amount equal to the Principal Distribution Amount plus any Additional Principal Distribution Amount for such Payment Date. Principal shall be payable on a pro rata basis based upon the relative face amount of each Note; provided that, if as a result of such proration a portion of such principal would be less than $0.01, then such payment shall be decreased to the nearest whole cent, and such portion shall be applied to the next succeeding principal payment. (c) The principal and interest on the Notes are payable, through the Paying Agent on behalf each Payment Date out of Available Funds to the Person who was the Holder of such Class of Notes as of the related Record Date either (1) by check mailed to the address of such Person, as such name and address appear in the Note Register, or (2) by wire transfer of immediately available funds to the account of such Person, in accordance with any wiring instructions provided to the Indenture Trustee by such Person in writing at least five Business Days prior to the applicable Record Date. In the case of any Note upon which the final payment is due on the Maturity of such Note, the Issuer or, at the Issuer's request, the Indenture Trustee, in the name and at the expense of the Issuer, by check mailed by first-class mail to shall notify the Person whose name appears as the Registered Noteholder of such Note on the Note Register entitled thereto at the his address of such Person as it appears on the Note Register orthat such Note is to be paid in full. Such notice shall be mailed as soon as practicable, at and in any event no later than the option Payment Date on which the final payment is to be made on such Note, and shall specify the place where such Note may be presented and surrendered for final payment. (c) Except as otherwise provided in the next sentence, all payments to be made by the Owner Trustee under this Indenture shall be made only from the payments and other receipts in respect of the Trust Estate and the proceeds thereof and only to the extent that such amounts are sufficient to enable the Owner Trustee to make payments of amounts due on the Notes or any other amounts due hereunder in accordance with the terms hereof. Each Holder, by its acceptance of a Note, and the Indenture Trustee, agrees that it will look solely to the Trust Estate for payment of any Noteholderand all amounts due on the Notes or any other amounts due to such Person pursuant to this Indenture and that none of the Owner Trustee, the Indenture Trustee, the Company, QRS, or PaineWebber shall be liable for such payments. (d) Subject to the foregoing provisions of this Section, each Note delivered under this Indenture upon registration of transfer of or in exchange for or in lieu of any other Note of the same Class shall carry the rights to unpaid interest and principal that was carried by such other Note. (i) Notwithstanding anything to the contrary in any Related Agreement, the Owner Trustee and, by wire transfer acceptance of its Notes, each Holder, hereby agrees that no payment or distribution shall be made on or in immediately available funds respect of any obligation on the Notes, including any payment or distribution of cash, property or securities after the commencement of a Proceeding of the type referred to in Section 6.09 hereof, except from cash, securities, or other assets received by the Indenture Trustee and which are allocated for payment of obligations in accordance with Article 12. (ii) By the acceptance of its Notes, each Holder agrees that in the event that such Holder shall receive any payment or distribution on or in respect of any obligations referred to in paragraph (i), which it is not entitled to receive under this subsection or under Article 12, it will hold any amount so received in trust for the Owner Trustee, on behalf of the Holders and will forthwith turn over such payment to the accountIndenture Trustee in the form received to be applied or held as provided in Article 12.