Common use of Purchase Discount Clause in Contracts

Purchase Discount. (a) A Purchase Discount equal to the weighted average of the following (net of any Hedging Proceeds in respect of the related Settlement Period): (i) the weighted average of the discount rates on all commercial paper notes issued at a discount and outstanding during the related Settlement Period (other than commercial paper notes the proceeds of which are used by the Purchaser to (A) purchase receivables, or extend financing secured thereby, at a fixed interest rate or (B) conduct any arbitrage activities of the Purchaser), converted to an annual yield-equivalent rate on the basis of a 365-day year; (ii) the weighted average of the annual interest rates payable on all interest-bearing commercial paper notes outstanding during the related Settlement Period (other than the commercial paper notes described in clauses (A) and (B) of paragraph (i) above), on the basis of a 365-day year; and (iii) the weighted average of the annual interest rates applicable to any Liquidity Facilities under which the Purchaser has borrowed loans during the related Settlement Period (which loans shall be borrowed only after a determination by the Purchaser that financing its activities during such period by issuing commercial paper notes would not be practicable or cost-efficient); provided that to the extent that the Investment is funded by a specific issuance of commercial paper notes and/or by a specific borrowing under a Liquidity Facility or a Credit Facility, the Purchase Discount shall equal the rate or weighted average of the rates applicable to such issuance or borrowing, provided, further, that, for purposes of the foregoing, the interest rates applicable under any Liquidity Facility shall be equal to one-half of one per cent (0.50%) per annum in excess of the greater of (A) the rate of interest per annum for overnight interbank loans in respect of Canadian dollar funds having a term of one day, and (B) the Banker's Acceptance Rate for the applicable Settlement Period. (b) Two calendar days prior to the end of each Settlement Period (or if such day is not a Business Day, the immediately preceding Business Day), the Administrative Agent shall determine the Purchase Discount pursuant to (a) above by using the actual Purchase Discount for each day elapsed in such month and estimating the Purchase Discount for each remaining day in such month. In addition, the Administrative Agent shall concurrently notify the Servicer of the actual Purchase Discount for any days during the immediately preceding Settlement Period with respect to which the Purchase Discount was estimated, and the difference, if any, between the Carrying Costs actually paid using the estimated Purchase Discount and the Carrying Costs which would have been paid had the actual Purchase Discount been available (such differential being the "Carrying Costs True-up Amount"). If the amount of Carrying Costs paid for such immediately preceding Settlement Period based upon an estimated Purchase Discount was less than the amount of Carrying Costs for such Settlement Period based upon the actual Purchase Discount, the amount of Collections remitted to the Purchaser pursuant to Section 5.4 shall be increased by an amount equal to the Carrying Costs True-up Amount, or, if the amount of Carrying Costs paid for such immediately preceding Settlement Period based upon an estimated Purchase Discount was greater than the amount of Carrying Costs for such Settlement Period based upon the actual Purchase Discount, the amount of Collections remitted to the Purchaser pursuant to Section 5.4 shall be decreased by an amount equal to the Carrying Costs True-up Amount.

Purchase Discount. (a) A Purchase Discount equal to the weighted average of the following (net of any Hedging Proceeds in respect of the related Settlement Period):following: (ia) the weighted average of the discount rates on all commercial paper notes issued at a discount and outstanding during the related Settlement Period (other than commercial paper notes the proceeds of which are used by the Purchaser to (Ax) purchase receivables, or extend financing secured thereby, at a fixed interest rate or (By) conduct any arbitrage activities of the Purchaser), converted to an annual yield-equivalent rate on the basis of a 365360-day year; (iib) the weighted average of the annual interest rates payable on all interest-bearing commercial paper notes outstanding during the related Settlement Period (other than the commercial paper notes described in clauses (Ax) and (By) of paragraph (i) above), on the basis of a 365360-day year; and (iiic) the weighted average of the annual interest rates applicable to any Liquidity Facilities of the Purchaser's liquidity facilities under which the Purchaser has borrowed loans or otherwise obtained funds during the related Settlement Period (which loans shall be borrowed or funds otherwise obtained only after a determination by the Purchaser that financing its activities during such period by issuing commercial paper notes would not be practicable or cost-efficient); provided that that, to the extent that the Investment is funded by a specific issuance of commercial paper notes and/or by a specific borrowing under a Liquidity Facility or a Credit the Asset Purchase Facility, the Purchase Discount shall equal the rate or weighted average of the rates applicable to such issuance or borrowing, provided, further, that, for purposes of the foregoing, the interest rates applicable under any Liquidity the Asset Purchase Facility shall be equal to one-half of one not exceed the reserve adjusted "LIBO Rate" quoted by the Funding Agent plus 0.225% per cent (0.50%) per annum in excess of the greater of (A) the rate of interest per annum for overnight interbank loans in respect of Canadian dollar funds having a term of one day, and (B) the Banker's Acceptance Rate for the applicable Settlement Periodannum. (b) Two calendar days prior to the end of each Settlement Period (or if such day is not a Business Day, the immediately preceding Business Day), the Administrative Agent shall determine the Purchase Discount pursuant to (a) above by using the actual Purchase Discount for each day elapsed in such month and estimating the Purchase Discount for each remaining day in such month. In addition, the Administrative Agent shall concurrently notify the Servicer of the actual Purchase Discount for any days during the immediately preceding Settlement Period with respect to which the Purchase Discount was estimated, and the difference, if any, between the Carrying Costs actually paid using the estimated Purchase Discount and the Carrying Costs which would have been paid had the actual Purchase Discount been available (such differential being the "Carrying Costs True-up Amount"). If the amount of Carrying Costs paid for such immediately preceding Settlement Period based upon an estimated Purchase Discount was less than the amount of Carrying Costs for such Settlement Period based upon the actual Purchase Discount, the amount of Collections remitted to the Purchaser pursuant to Section 5.4 shall be increased by an amount equal to the Carrying Costs True-up Amount, or, if the amount of Carrying Costs paid for such immediately preceding Settlement Period based upon an estimated Purchase Discount was greater than the amount of Carrying Costs for such Settlement Period based upon the actual Purchase Discount, the amount of Collections remitted to the Purchaser pursuant to Section 5.4 shall be decreased by an amount equal to the Carrying Costs True-up Amount.

Purchase Discount. (a) A Purchase Discount equal to the weighted daily average of the following following: (net of any Hedging Proceeds in 1) with respect to the aggregate portion of the related Settlement Period):Investment on such day which is less than or equal to the Notional Amount of the Swap Agreement on such day: (i) the weighted average fixed per annum rate of the discount rates on all commercial paper notes issued at a discount and outstanding during the related Settlement Period (other than commercial paper notes the proceeds of which are used interest payable by the Purchaser to the Swap Counterparty pursuant to the Swap Agreement on such date (A) purchase receivables, or extend financing secured thereby, at a fixed interest rate or (B) conduct any arbitrage activities of the Purchaser), converted to an annual yield-equivalent rate as calculated on the basis of a 365360-day year;); and (ii) to the extent the Purchaser funds such Investment (or any portion thereof) through any Liquidity or Credit Facilities, (A) with respect to any portion of such Investment funded by the Purchaser at rates determined by reference to London interbank offering rate, a per annum rate equal to thirty-seven and one-half basis points (.375%) (as calculated on the basis of a 360-day year) or (B) in all other cases, a per annum rate equal to two hundred and thirty-three and one-half basis points (2.335%) (as calculated on the basis of a 365 or 366-day year, as applicable); and (2) with respect to the aggregate portion of the Investment on such day, if any, which is greater than the Notional Amount of the Swap Agreement on such day: (i) to the extent the Purchaser funds such Investment (or any portion thereof) through the issuance of Commercial Paper Notes, the weighted average of the interest rates (in the case of interest bearing Commercial Paper Notes) and discount rates (in the case of Commercial Paper Notes issued at a discount, such discount rate to be converted to a yield equivalent rate) on all Commercial Paper issued by the Purchaser to fund such Investment, in each case, as determined on the basis of a 360-day year; and (ii) to the extent the Purchaser funds such Investment (or any portion thereof) through any Liquidity or Credit Facilities, the weighted average of the annual interest rates payable on all interest-bearing commercial paper notes outstanding during the related Settlement Period (other than the commercial paper notes described in clauses (A) and (B) of paragraph (i) above), on the basis of a 365-day year; and (iii) the weighted average of the annual interest rates under such facilities that are applicable to any Liquidity Facilities such borrowings under which the Purchaser has borrowed loans during the related Settlement Period (which loans shall be borrowed only after a determination by the Purchaser that financing its activities during such period by issuing commercial paper notes would not be practicable or cost-efficient)agreements; provided that to the extent that the Investment is funded by a specific issuance of commercial paper notes and/or by a specific borrowing under a Liquidity Facility or a Credit Facility, the Purchase Discount shall equal the rate or weighted average of the rates applicable to such issuance or borrowing, provided, further, that, for purposes of the foregoing, the interest rates applicable under any Liquidity or Credit Facility shall be equal to one-half of one per cent (0.50%) per annum in excess of the greater of not exceed (A) in the case where such borrowings are funded with loans in respect of which the interest thereon is determined by reference to the London interbank offering rate (the "LIBO Rate"), the reserve (for eurocurrency loans and borrowings) adjusted LIBO Rate quoted by the Agent at such time, plus .50% per annum and (B) in all other cases, the rate of interest per annum for overnight interbank loans published on such day (or, if not then published, on the most recently preceding day) in respect of Canadian dollar funds having The Wall Street Journal as the "Prime Rate" plus 1.00% per annum; it being understood that, in any case, (X) the Purchaser shall only fund its Investment (or any portions thereof) under the Credit or Liquidity Facilities after a term of one day, determination by the Purchaser that financing its activities during such period by issuing Commercial Paper Notes would not be practicable or cost-efficient or would not be permitted by law or under any contract to which it is a party and (BY) the Banker's Acceptance Rate Purchaser shall not fund its Investment (or any portion thereof) under any Liquidity or Credit Facility at the rates described in clause (1)(ii)(B) or (2)(ii)(B) above unless the Purchaser is unable for any reason to make borrowings under any such Liquidity or Credit Facility at a rate of interest determined by reference to the applicable Settlement PeriodLIBO Rate. (b) Two calendar days Business Days prior to the end of each Settlement Period (or if such day is not a Business Day, the immediately preceding Business Day)Period, the Administrative Agent shall determine the Purchase Discount pursuant to (a) above by using the actual Purchase Discount for each day elapsed in such month and estimating the Purchase Discount for each remaining day in such month. In addition, the Administrative Agent shall concurrently notify the Servicer of the actual Purchase Discount for any days during the immediately preceding Settlement Period with respect to which the Purchase Discount was estimated, and the difference, if any, between the Carrying Costs actually paid using the estimated Purchase Discount and the Carrying Costs which would have been paid had the actual Purchase Discount been available (such differential being the "Carrying Costs True-up Amount"). If the amount of Carrying Costs paid for such immediately preceding Settlement Period based upon an estimated Purchase Discount was less than the amount of Carrying Costs for such Settlement Period based upon the actual Purchase Discount, the amount of Collections remitted to the Purchaser Administrative Agent (for the benefit of the Purchaser) pursuant to clause (i) of Section 5.4 shall be increased by an amount equal to the Carrying Costs True-up Amount, or, if the amount of Carrying Costs paid for such immediately preceding Settlement Period based upon an estimated Purchase Discount was greater than the amount of Carrying Costs for such Settlement Period based upon the actual Purchase Discount, the amount of Collections remitted to the Purchaser Administrative Agent (for the benefit of the Purchaser) pursuant to clause (i) of Section 5.4 shall be decreased by an amount equal to the Carrying Costs True-up Amount.

Purchase Discount. (a) A Purchase Discount for each day in the ----------------- Settlement Period immediately preceding such Settlement Date equal to the weighted average of the following (net of any Hedging Proceeds in respect of the related Settlement Period):following: (i) the weighted average average, determined on such day, of the discount rates on all commercial paper notes of the Purchaser issued at a discount and outstanding during the related Settlement Period on such day (other than commercial paper notes the proceeds of which are used by the Purchaser to (Ax) purchase receivables, or extend financing secured thereby, at a fixed interest rate or (By) conduct any arbitrage activities of the Purchaser), converted to an annual yield-equivalent rate on the basis of a 365360-day year; (ii) the weighted average average, determined on such day, of the annual interest rates payable on all interest-bearing commercial paper notes of the Purchaser outstanding during the related Settlement Period on such day (other than the commercial paper notes the proceeds of which are used by the Purchaser for the purposes described in clauses (Ax) and (By) of paragraph (i) above), on the basis of a 365360-day year; and (iii) the weighted average average, determined on such day, of the annual interest rates applicable to any borrowings outstanding on such day under a Liquidity Facilities under which Facility, on the Purchaser has borrowed loans during the related Settlement Period (which loans shall be borrowed only after basis of a determination by the Purchaser that financing its activities during such period by issuing commercial paper notes would not be practicable or cost360-efficient)day year; provided provided, that to the extent that the Investment is funded by a specific -------- issuance of commercial paper notes and/or by a specific borrowing under a Liquidity Facility or a Credit Facility, the Purchase Discount shall equal the rate or weighted average of the rates applicable to such issuance or borrowing, determined on such day on the basis of a 360 day year; provided, further, thatthat if on any day -------- ------- during any period in which the Investment is being reduced, for purposes the sum of (A) the aggregate amount of Receivables that cease to be Eligible Receivables during such period, (B) all amounts pursuant to Section 7.2.2(b)(i) which accrued and were unpaid during such period, and (C) all other amounts payable to the Purchaser under this Agreement which accrued and were unpaid during such period is equal to or greater than 75% of the foregoingReserve as of the last Business Day on which the Investment was not being reduced, then the interest rates applicable under any Liquidity Facility Purchase Discount shall be equal to one-half of one per cent (0.50%) 2% per annum in excess of the greater of (A) the rate of interest per annum for overnight interbank loans in respect most recently announced by the New York Agency of the Canadian dollar funds having a term Imperial Bank of one dayCommerce as its base rate, and (B) the Banker's Acceptance Rate for the applicable Settlement Period. (b) Two calendar days prior to the end of each Settlement Period (or if determined on such day is not on the basis of a Business Day, the immediately preceding Business Day), the Administrative Agent shall determine the Purchase Discount pursuant to (a) above by using the actual Purchase Discount for each 365 day elapsed in such month and estimating the Purchase Discount for each remaining day in such month. In addition, the Administrative Agent shall concurrently notify the Servicer of the actual Purchase Discount for any days during the immediately preceding Settlement Period with respect to which the Purchase Discount was estimated, and the difference, if any, between the Carrying Costs actually paid using the estimated Purchase Discount and the Carrying Costs which would have been paid had the actual Purchase Discount been available (such differential being the "Carrying Costs True-up Amount"). If the amount of Carrying Costs paid for such immediately preceding Settlement Period based upon an estimated Purchase Discount was less than the amount of Carrying Costs for such Settlement Period based upon the actual Purchase Discount, the amount of Collections remitted to the Purchaser pursuant to Section 5.4 shall be increased by an amount equal to the Carrying Costs True-up Amount, or, if the amount of Carrying Costs paid for such immediately preceding Settlement Period based upon an estimated Purchase Discount was greater than the amount of Carrying Costs for such Settlement Period based upon the actual Purchase Discount, the amount of Collections remitted to the Purchaser pursuant to Section 5.4 shall be decreased by an amount equal to the Carrying Costs True-up Amountyear.

Purchase Discount. (a) A Purchase Discount equal to the weighted average of the following (net of any Hedging Proceeds in respect of the related Settlement Period):following: (i) the weighted average of the discount rates rates, inclusive of dealer fees, on all commercial paper notes issued at a discount and outstanding during the related Settlement Period (other than commercial paper notes the proceeds of which are used by the Purchaser to (Ax) purchase receivables, or extend financing secured thereby, at a fixed interest rate or (By) conduct any arbitrage activities of the Purchaser), converted to an annual yield-equivalent rate on the basis of a 365360-day year; (ii) the weighted average of the annual interest rates payable on all interest-bearing commercial paper notes notes, inclusive of dealer fees, outstanding during the related Settlement Period (other than the commercial paper notes described in clauses (Ax) and (By) of paragraph (i) above), on the basis of a 365360-day year; and (iii) the weighted average of the annual interest rates applicable to any Liquidity Facilities and Credit Facilities under which the Purchaser has borrowed loans or transferred interests in Investment during the related Settlement Period (which loans shall be borrowed or transfers shall be made only after a determination by the Purchaser that financing its activities Investment during such period by issuing commercial paper notes would not be practicable or cost-efficient); provided that , based on market conditions, effects on the credit rating of the Purchaser's commercial paper or otherwise, and, if the Purchaser determines such circumstances no longer exist, so the it is advisable for the Purchaser to reacquire Investment, it shall do so as permitted pursuant to the extent Credit and Liquidity Facilities); (i) the Liquidity Facility Spread, in the case of the Liquidity Facility, or (ii) the Credit Facility Spread, in the case of the Credit Facility. At any time that the any Investment is funded by a specific issuance held under the Liquidity and Credit Facilities, 96% of commercial paper notes and/or by a specific borrowing such Investment shall be held under a the Liquidity Facility or a and 4% under the Credit Facility, the Purchase Discount shall equal the rate or weighted average of the rates applicable to such issuance or borrowing, provided, further, that, for purposes of the foregoing, the interest rates applicable under any Liquidity Facility shall be equal to one-half of one per cent (0.50%) per annum in excess of the greater of (A) the rate of interest per annum for overnight interbank loans in respect of Canadian dollar funds having a term of one day, and (B) the Banker's Acceptance Rate for the applicable Settlement Period. (b) Two calendar days Business Days prior to the end of each Settlement Period (or if such day is not a Business Day, the immediately preceding Business Day), the Administrative Agent shall determine the Purchase Discount pursuant to (a) above by using the actual Purchase Discount for each day elapsed in such month and estimating the Purchase Discount for each remaining day in such month. In addition, the Administrative Agent shall concurrently notify the Servicer of the actual Purchase Discount for any days during the immediately preceding Settlement Period with respect to which the Purchase Discount was estimated, and the difference, if any, between the Carrying Costs actually paid using the estimated Purchase Discount and the Carrying Costs which would have been paid had the actual Purchase Discount been available (such differential being the "Carrying Costs True-up Amount"). If the amount of Carrying Costs paid for such immediately preceding Settlement Period based upon an estimated Purchase Discount was less than the amount of Carrying Costs for such Settlement Period based upon the actual Purchase Discount, the amount of Collections remitted to the Purchaser Administrative Agent pursuant to clause (i) of Section 5.4 5.3 shall be increased by an amount equal to the Carrying Costs True-up Amount, or, if the amount of Carrying Costs paid for such immediately preceding Settlement Period based upon an estimated Purchase Discount was greater than the amount of Carrying Costs for such Settlement Period based upon the actual Purchase Discount, the amount of Collections remitted to the Purchaser Administrative Agent pursuant to clause (i) of Section 5.4 5.3 shall be decreased by an amount equal to the Carrying Costs True-up Amount.

Purchase Discount. (a) A Purchase Discount equal to the weighted average of the following (net of any Hedging Proceeds in respect of the related Settlement Period):following: (i) the weighted average of the discount rates on all commercial paper notes issued at a discount and outstanding during the related Settlement Period (other than commercial paper notes the proceeds of which are used by the Purchaser to (Ax) purchase receivables, or extend financing secured thereby, at a fixed interest rate or (By) conduct any arbitrage activities of the Purchaser), converted to an annual yield-equivalent rate on the basis of a 365360-day year; (ii) the weighted average of the annual interest rates payable on all interest-bearing commercial paper notes outstanding during the related Settlement Period (other than the commercial paper notes described in clauses (Ax) and (By) of paragraph (i) above), on the basis of a 365360-day year; and (iii) the weighted average of the annual interest rates applicable to any Liquidity Facilities under which the Purchaser has borrowed loans or sold interests during the related Settlement Period (which loans shall be borrowed only after a determination by the Purchaser that financing its activities during such period by issuing commercial paper notes would not be practicable or cost-cost efficient); provided that that, to the extent that the Investment is funded by a specific issuance of commercial paper notes and/or by a specific borrowing or sale under a Liquidity Facility or a Credit Facility, the Purchase Discount shall equal the rate or weighted average of the rates applicable to such issuance or borrowingborrowing or sale, provided, further, that, for purposes of the foregoing, the interest rates applicable under any [Chrysler Receivables Sale Agreement] Liquidity Facility shall be equal to one-half of one per cent (0.50%) not exceed the reserve adjusted "LIBO Rate" quoted by the Agent plus 0.25% per annum in excess of (unless not available) and the greater of (A) interest rates under any Credit Facility shall not exceed the rate of interest per annum for overnight interbank loans published on such day (or, if not then published, on the most recently preceding day) in respect of Canadian dollar funds having a term of one day, and (B) The Wall Street Journal as the Banker's Acceptance Rate for the applicable Settlement Period"Prime Rate" per annum. (b) Two calendar days Business Days prior to the end of each Settlement Period (or if such day is not a Business Day, the immediately preceding Business Day), the Administrative Agent shall determine the Purchase Discount pursuant to (a) above by using the actual Purchase Discount for each day elapsed in such month and estimating the Purchase Discount for each remaining day in such month. In addition, the Administrative Agent shall concurrently notify the Servicer of the actual Purchase Discount for any days during the immediately preceding Settlement Period with respect to which the Purchase Discount was estimated, and the difference, if any, between the Carrying Costs actually paid using the estimated Purchase Discount and the Carrying Costs which would have been paid had the actual Purchase Discount been available (such differential being the "Carrying Costs True-up Amount"). If the amount of Carrying Costs paid for such immediately preceding Settlement Period based upon an estimated Purchase Discount was less than the amount of Carrying Costs for such Settlement Period based upon the actual Purchase Discount, the amount of Collections remitted to the Purchaser Agent pursuant to Section 5.4 5.2 shall be increased by an amount equal to the Carrying Costs True-up Amount, or, if the amount of Carrying Costs paid for such immediately preceding Settlement Period based upon an estimated Purchase Discount was greater than the amount of Carrying Costs for such Settlement Period based upon the actual Purchase Discount, the amount of Collections remitted to the Purchaser Agent pursuant to Section 5.4 5.2 shall be decreased by an amount equal to the Carrying Costs True-up Amount.

Purchase Discount. (a) A Purchase Discount equal to the ----------------- weighted average of the following (net of any Hedging Proceeds in respect of the related Settlement Period):following: (i) the weighted average of the discount rates on all commercial paper notes issued at a discount and of the Purchaser outstanding during the related Settlement Period (other than commercial paper notes issued for the proceeds purpose of which are used by the Purchaser to (Ax) purchase receivables, purchasing or extend financing secured thereby, assets at a fixed interest rate or (By) conduct any conducting arbitrage activities operations in connection with the anticipated funding of the Purchaseran investment), converted to an annual yield-yield equivalent rate on the basis of a 365360-day year; (ii) the weighted average of the annual interest rates rate payable on all interest-bearing commercial paper notes of the Purchaser outstanding during the related Settlement Period (other than the commercial paper notes described issued for the purpose of (x) purchasing or financing assets at a fixed interest rate or (y) conducting arbitrage operations in clauses (Aconnection with the anticipated funding of an investment) and (B) of paragraph (i) above), on the basis of a 365360-day year; and (iii) the weighted average of the annual interest rates applicable to any Liquidity Facilities or Credit Facilities under which the Purchaser has borrowed loans during the related Settlement Period (which loans shall be borrowed only after a determination by the Purchaser that financing its activities during such period by issuing commercial paper notes would not be practicable or cost-efficient); provided that that, to the extent that the Investment with respect to any Division is ------------- funded by a specific issuance of commercial paper notes and/or by a specific borrowing under a Liquidity Facility or a Credit Facility, the Purchase Discount shall be equal to the rate or weighted average of the rates applicable to such issuance or borrowing, ; provided, further, that, for purposes of that if on any Settlement Date during any period in which the foregoing----------------- Aggregate Investment is being reduced, the interest rates applicable under any Liquidity Facility shall be equal to one-half of one per cent (0.50%) per annum in excess of the greater sum of (A) the aggregate amount of Receivables that cease to be Eligible Receivables during such period and (B) all amounts pursuant to clauses (2) and (3) of Section 3.1(c) which accrued and were unpaid during such period is equal to or greater than 75% of the aggregate of the Reserves with respect to the Divisions as of the last Business Day on which the Aggregate Investment was not being reduced, then the Purchase Discount shall equal two percent in excess of the rate of interest per annum for overnight interbank loans in respect of Canadian dollar funds having a term of one day, and (B) the Banker's Acceptance Rate for the applicable Settlement Period. (b) Two calendar days prior to the end of each Settlement Period (or if published on such day is not a Business Day, the immediately preceding Business Day), the Administrative Agent shall determine the Purchase Discount pursuant to (a) above by using the actual Purchase Discount for each day elapsed in such month and estimating the Purchase Discount for each remaining day in such month. In addition, the Administrative Agent shall concurrently notify the Servicer of the actual Purchase Discount for any days during the immediately preceding Settlement Period with respect to which the Purchase Discount was estimated, and the difference, if any, between the Carrying Costs actually paid using the estimated Purchase Discount and the Carrying Costs which would have been paid had the actual Purchase Discount been available (such differential being the "Carrying Costs True-up Amount"). If the amount of Carrying Costs paid for such immediately preceding Settlement Period based upon an estimated Purchase Discount was less than the amount of Carrying Costs for such Settlement Period based upon the actual Purchase Discount, the amount of Collections remitted to the Purchaser pursuant to Section 5.4 shall be increased by an amount equal to the Carrying Costs True-up Amount, or, if not then published, on the amount of Carrying Costs paid for such immediately most recently preceding Settlement Period based upon an estimated Purchase Discount was greater than day) in The Wall -------- Street Journal as the amount of Carrying Costs for such Settlement Period based upon the actual Purchase Discount, the amount of Collections remitted to the Purchaser pursuant to Section 5.4 shall be decreased by an amount equal to the Carrying Costs True-up Amount.--------------

Purchase Discount. (a) A The Purchase Discount equal to the weighted average of the following (net of any Hedging Proceeds in respect of a Settlement Period shall equal the amount of interest or discount incurred by the Purchaser to finance the Investment during such Settlement Period, which amount is to be determined on a pro-rata basis as the product of (i) the total interest or discount incurred by the Purchaser to finance all investments owned by it during the related Settlement Period): , and (iii) the quotient of (x) the weighted average Investment outstanding under this Agreement during such Settlement Period, and (y) the weighted average of all of the discount rates on all Purchaser's investments outstanding during such Settlement Period; provided that to the extent that the Investment referred to herein is funded by specific issues of commercial paper notes issued at and/or by specific borrowings under a discount and outstanding during the related Settlement Period (other than commercial paper notes the proceeds of which are used by the Purchaser to (A) purchase receivables, Liquidity Facility or extend financing secured thereby, at a fixed interest rate or (B) conduct any arbitrage activities of the Purchaser), converted to an annual yield-equivalent rate on the basis of a 365-day year; (ii) the weighted average of the annual interest rates payable on all interest-bearing commercial paper notes outstanding during the related Settlement Period (other than the commercial paper notes described in clauses (A) and (B) of paragraph (i) above), on the basis of a 365-day year; and (iii) the weighted average of the annual interest rates applicable to any Liquidity Facilities Credit Facility under which the Purchaser has borrowed loans during the related Settlement Period (which Liquidity Facility or Credit Facility loans shall be borrowed only after a determination by the Purchaser that financing its activities during such period by issuing commercial paper notes would not be practicable or cost-efficient); provided that to the extent that the Investment is funded by a specific issuance of commercial paper notes and/or by a specific borrowing under a Liquidity Facility or a Credit Facility, the Purchase Discount shall equal the rate interest or weighted average of the rates discount applicable to such issuance or borrowingborrowing during the related Settlement Period, provided, further, that, for purposes of the foregoing, the interest rates applicable under any to the Liquidity Facility and Credit Facilities shall be a rate per annum equal to one-half of one per cent (0.50%) per annum in excess of the greater sum of (Aa) the rate of interest per annum overnight reserve adjusted "Interbank Offered Rate" quoted by the Administrative Agent on such day (or, if such day is not a Business Day, on the immediately preceding Business Day), for overnight interbank loans in respect of Canadian dollar funds having U.S. Dollar deposits with a term of one dayday (or, and if the following day is not a Business Day, for a term extending to the first succeeding Business Day), as determined by the (Bi) the Banker's Acceptance Rate for Liquidity Facility Spread, in the applicable Settlement Period. case of the Liquidity Facility, or (bii) the Credit Facility Spread, in the case of the Credit Facility. At any time that any Investment is held under the Liquidity and Credit Facilities, 96% of such Investment shall be held under the Liquidity Facility and 4% shall be held under the Credit Facility. Two calendar days Business Days prior to the end of each Settlement Period (or if such day is not a Business Day, the immediately preceding Business Day), the Administrative Agent shall determine the Purchase Discount pursuant to (a) above by using the actual Purchase Discount interest or discount incurred for each day elapsed to such point in such month the Settlement Period and estimating the Purchase Discount interest or discount for each remaining day in such monthSettlement Period. In addition, the Administrative Agent shall concurrently notify the Servicer of the actual Purchase Discount for any days during the immediately preceding Settlement Period with respect to which the Purchase Discount was estimated, and the difference, if any, between the Carrying Costs Purchase Discount actually paid using the estimated Purchase Discount and the Carrying Costs Purchase Discount which would have been paid had the actual Purchase Discount been available (such differential being the "Carrying Costs True-up Amount"). If the amount of Carrying Costs paid for such immediately preceding Settlement Period based upon an estimated Purchase Discount was less than the amount of Carrying Costs for such Settlement Period based upon the actual Purchase Discount, the amount of Collections remitted to the Purchaser pursuant to Section 5.4 shall be increased by an amount equal to the Carrying Costs True-up Amount, or, if the amount of Carrying Costs paid for such immediately preceding Settlement Period based upon an estimated Purchase Discount was greater than the amount of Carrying Costs for such Settlement Period based upon the actual Purchase Discount, the amount of Collections remitted to the Purchaser pursuant to Section 5.4 shall be decreased by an amount equal to the Carrying Costs True-up Amount.

Purchase Discount. (a) A Purchase Discount equal to the weighted average of the following (net of any Hedging Proceeds in respect of the related Settlement Period):following: (i) the weighted average of the discount rates on all commercial paper notes issued at a discount and outstanding during the related Settlement Period (other than commercial paper notes the proceeds of which are used by the Purchaser to (Ax) purchase receivables, or extend financing secured thereby, at a fixed interest rate or (By) conduct any arbitrage activities of the Purchaser), converted to an annual yield-equivalent rate on the basis of a 365360-day year; (ii) the weighted average of the annual interest rates payable on all interest-bearing commercial paper notes outstanding issued during the related Settlement Period (other than the commercial paper notes described in clauses (Ax) and (By) of paragraph (i) above), on the basis of a 365360-day year; and (iii) the weighted average of the annual interest rates applicable to any Liquidity Facilities under which the Purchaser has borrowed loans during the related Settlement Period (which loans shall be borrowed only after a determination by the Purchaser that financing its activities during such period by issuing commercial paper notes would not be practicable or cost-efficient); provided that that, to the extent that the Investment is funded by a specific issuance of commercial paper notes and/or by a specific borrowing under a Liquidity Facility or a Credit Facility, the Purchase Discount shall equal the rate or weighted average of the rates applicable to such issuance or borrowing, provided, further, that, for purposes of the foregoing, the interest rates applicable under any Liquidity Facility shall be equal to one-half of one per cent (0.50%) not exceed the reserved adjusted "LIBO Rate" quoted by the Administrative Agent plus 0.25% per annum in excess of and the greater of (A) interest rates under any Credit Facility shall not exceed the rate of interest per annum for overnight interbank loans published on such day (or, if not then published, on the most recently preceding day) in respect of Canadian dollar funds having a term of one day, and (B) The Wall Street Journal as the Banker's Acceptance Rate for the applicable Settlement Period"Prime Rate" plus 2.0% per annum. (b) Two calendar days prior to the end of each Settlement Period calendar month (or if such day is not a Business Day, the immediately preceding Business Day), the Administrative Agent shall determine the Purchase Discount pursuant to (a) above by using the actual Purchase Discount for each day elapsed in such month and estimating the Purchase Discount for each remaining day in such month. In addition, the Administrative Agent shall concurrently notify the Servicer of the actual Purchase Discount for any days during the immediately preceding Settlement Period with respect to which the Purchase Discount was estimated, and the difference, if any, between the Carrying Costs actually paid using the estimated Purchase Discount and the Carrying Costs which would have been paid had the actual Purchase Discount been available (such differential being the "Carrying Costs True-up Amount"). If the amount of Carrying Costs paid for such immediately preceding Settlement Period based upon an estimated Purchase Discount was less than the amount of Carrying Costs for such Settlement Period based upon the actual Purchase Discount, the amount of Collections remitted to the Purchaser Administrative Agent pursuant to Section 5.4 5.2(i) shall be increased by an amount equal to the Carrying Costs True-up Amount, or, if the amount of Carrying Costs paid for such immediately preceding Settlement Period based upon an estimated Purchase Discount was greater than the amount of Carrying Costs for such Settlement Period based upon the actual Purchase Discount, the amount of Collections remitted to the Purchaser Administrative Agent pursuant to Section 5.4 5.2(i) shall be decreased by an amount equal to the Carrying Costs True-up Amount.

Purchase Discount. (a) A Purchase Discount equal to the weighted average of the following (net of any Hedging Proceeds in respect of the related Settlement Period):following: (ia) the weighted average of the discount rates on all commercial paper notes issued at a discount and outstanding during the related Settlement Period (other than commercial paper notes the proceeds of which are used by the Purchaser to (Ax) purchase receivables, or extend financing secured thereby, at a fixed interest rate or (By) conduct any arbitrage activities of the Purchaser), converted to an annual yield-yield- equivalent rate on the basis of a 365360-day year; (iib) the weighted average of the annual interest rates payable on all interest-bearing commercial paper notes outstanding during the related Settlement Period (other than the commercial paper notes described in clauses (Ax) and (By) of paragraph (ia) above), on the basis of a 365360-day year; and (iiic) the weighted average of the annual interest rates applicable to any Liquidity Facilities under which the Purchaser has borrowed loans during the related Settlement Period (which loans shall be borrowed only after a determination by the Purchaser Agent in its sole and absolute discretion that financing its the Purchaser's activities during such period by issuing commercial paper notes would not be practicable or cost-efficient); provided that that, to the extent that the Investment is funded by a specific issuance of commercial paper notes and/or by a specific borrowing or assignment of an interest under a Liquidity Facility or a Credit Facility, the Purchase Discount shall equal the rate or weighted average of the rates applicable to such issuance or borrowingborrowing or assignment, (including any discount rates in a transaction structured as a sale) provided, further, that, for purposes of the foregoing, the interest rates applicable under any Liquidity Facility and or any Credit Facility shall be equal to one-half of one per cent (0.50%) per annum in excess of not exceed the greater of (Ai) the rate of interest per annum for overnight interbank loans in respect of Canadian dollar funds having a term of one day, and (B) the Banker's Acceptance Rate for the applicable Settlement Period. (b) Two calendar days prior to the end of each Settlement Period (or if such day is not a Business Day, the immediately preceding Business Day), reserve adjusted "LIBO Rate" quoted by the Administrative Agent shall determine plus 0.50% per annum or (ii) the Purchase Discount pursuant sum of (x) the interest rate then payable under the Long Term Revolving Credit Agreement, dated as of April 24, 1997 (as amended from time to (atime) above by using the actual Purchase Discount for each day elapsed in such month and estimating the Purchase Discount for each remaining day in such month. In additionamong CFC, Chrysler Credit Canada Ltd., the Administrative Agent shall concurrently notify the Servicer of the actual Purchase Discount for any days during the immediately preceding Settlement Period with respect to which the Purchase Discount was estimatedBanks listed therein and The Chase Manhattan Bank as agent, and the difference, if any, between the Carrying Costs actually paid using the estimated Purchase Discount and the Carrying Costs which would have been paid had the actual Purchase Discount been available plus (such differential being the "Carrying Costs True-up Amount"). If the amount of Carrying Costs paid for such immediately preceding Settlement Period based upon an estimated Purchase Discount was less than the amount of Carrying Costs for such Settlement Period based upon the actual Purchase Discount, the amount of Collections remitted to the Purchaser pursuant to Section 5.4 shall be increased by an amount equal to the Carrying Costs True-up Amount, or, if the amount of Carrying Costs paid for such immediately preceding Settlement Period based upon an estimated Purchase Discount was greater than the amount of Carrying Costs for such Settlement Period based upon the actual Purchase Discount, the amount of Collections remitted to the Purchaser pursuant to Section 5.4 shall be decreased by an amount equal to the Carrying Costs True-up Amounty) 0.25% per annum.