Common use of Provisions of Swap Agreement Clause in Contracts

Provisions of Swap Agreement. The Issuer has entered into the Swap Agreement with the Swap Counterparty, in a form satisfactory to the Rating Agencies. The Issuer may, from time to time, enter into one or more replacement Swap Agreement in the event that the Swap Agreement is terminated prior to its scheduled expiration pursuant to a Swap Event of Default or a Swap Termination Event. Upon the occurrence of (i) any Swap Event of Default arising from any action taken, or failure to act, by the Swap Counterparty, or (ii) any Swap Termination Event (except as described in the following sentence) with respect to which the Swap Counterparty is an Affected Party (as defined in the Swap Agreement), the Indenture Trustee may and will, at the direction of the holders of at least 51% of the Outstanding Principal Balance of the Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes, the Class A-4 Notes, the Class B Notes and the Class C Notes, acting together as a single Class, direct the Issuer to designate an Early Termination Date (as defined in the Swap Agreement) with respect to the Swap Agreement and the Issuer shall upon such direction designate an Early Termination Date. If a Swap Termination Event occurs as a result of the insolvency or bankruptcy of the Swap Counterparty, the Indenture Trustee will direct the Issuer to designate an Early Termination Date and the Issuer shall upon such direction designate an Early Termination Date pursuant to the Swap Agreement. The Swap Counterparty shall not have any voting rights or rights to exercise any remedies under this Indenture until after the Outstanding Principal Balance of the Notes has been reduced to zero and the Noteholders have been paid all amounts owed to them under this Indenture. After the Outstanding Principal Balance of the Notes has been reduced to zero and the Noteholders have been paid all amounts owed to them under this Indenture, the Swap Counterparty shall have all of the rights and obligations, including all voting rights, of the Noteholders set forth in this Indenture. Such voting rights shall be exercisable at any time by the Swap Counterparty based upon the notional amount outstanding under the Swap Agreement at such time.

Provisions of Swap Agreement. The Issuer has entered into the Swap Agreement with the Swap Counterparty, in a form satisfactory to the Rating Agencies. The Issuer may, from time to time, enter into one or more replacement Swap Agreement in the event that the Swap Agreement is terminated prior to its scheduled expiration pursuant to a Swap Event of Default or a Swap Termination Event. Upon the occurrence of (i) any Swap Event of Default arising from any action taken, or failure to act, by the Swap Counterparty, or (ii) any Swap Termination Event (except as described in the following sentence) with respect to which the Swap Counterparty is an Affected Party (as defined in the Swap Agreement), the Indenture Trustee may and will, at the direction of the holders of at least 51% of the Outstanding Principal Balance of the Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes, the Class A-4 Notes, the Class B Notes and the Class C Notes, acting together as a single Class, direct the Issuer to designate an Early Termination Date (as defined in the Swap Agreement) with respect to the Swap Agreement and the Issuer shall upon such direction designate an Early Termination Date. If a Swap Termination Event occurs as a result of the insolvency or bankruptcy of the Swap Counterparty, the Indenture Trustee will direct the Issuer to designate an Early Termination Date and the Issuer shall upon such direction designate an Early Termination Date pursuant to the Swap Agreement. The Swap Counterparty shall not have any voting rights or rights to exercise any remedies under this Indenture until after the Outstanding Principal Balance of the Notes has been reduced to zero and the Noteholders have been paid all amounts mounts owed to them under this Indenture. After the Outstanding Principal Balance of the Notes has been reduced to zero and the Noteholders have been paid all amounts amount owed to them under this Indenture, the Swap Counterparty shall have all of the rights and obligations, including all voting rights, of the Noteholders set forth in this Indenture. Such voting rights shall be exercisable at any time by the Swap Counterparty based upon the notional amount outstanding under the Swap Agreement at such time.

Provisions of Swap Agreement. The Issuer has entered into the Swap Agreement with the Swap Counterparty, in a form satisfactory to the Rating Agencies. The Issuer may, from time to time, enter into one or more replacement Swap Agreement in the event that the Swap Agreement is terminated prior to its scheduled expiration pursuant to a Swap Event of Default or a Swap Termination Event. Upon the occurrence of (i) any Swap Event of Default arising from any action taken, or failure to act, by the Swap Counterparty, or (ii) any Swap Termination Event (except as described in the following sentence) with respect to which the Swap Counterparty is an Affected Party (as defined in the Swap Agreement), the Indenture Trustee may and will, at the direction of the holders of at least 51% of the Outstanding Principal Balance of the Class A-1 Notes, the Class A-2 Notes, the Class A-3 A-3a Notes and the Class A-3b Notes, the Class A-4 Notes, the Class B Notes and the Class C Notes, acting together as a single Class, direct the Issuer to designate an Early Termination Date (as defined in the Swap Agreement) with respect to the Swap Agreement and the Issuer shall upon such direction designate an Early Termination Date. If a Swap Termination Event occurs as a result of the insolvency or bankruptcy of the Swap Counterparty, the Indenture Trustee will direct the Issuer to designate an Early Termination Date and the Issuer shall upon such direction designate an Early Termination Date pursuant to the Swap Agreement. The Swap Counterparty shall not have any voting rights or rights to exercise any remedies under this Indenture until after the Outstanding Principal Balance of the Notes has been reduced to zero and the Noteholders have been paid all amounts owed to them under this Indenture. After the Outstanding Principal Balance of the Notes has been reduced to zero and the Noteholders have been paid all amounts owed to them under this Indenture, the Swap Counterparty shall have all of the rights and obligations, including all voting rights, of the Noteholders set forth in this Indenture. Such voting rights shall be exercisable at any time by the Swap Counterparty based upon the notional amount outstanding under the Swap Agreement at such time.