Common use of Refinanced Optional Amortization Clause in Contracts

Refinanced Optional Amortization. On any Business Day in the Revolving Period or the Amortization Period, the Seller may, with the consent of each affected Series 1999-2 Certificateholder, cause the Servicer to provide notice to the Trustee and all Series 1999-2 Certificateholders at least three Business Days prior to any Business Day (the "Refinancing Date") stating its intention to cause the Class A Investor Interest and/or the Class B Investor Interest to be prepaid in full or in part on the Refinancing Date by causing the Investor Interest, as applicable, to be conveyed to one or more Persons (who may be the Holders of a new Series issued substantially contemporaneously with such prepayment) for a cash purchase price in an amount equal to the sum of (i) the Investor Interest (or the portion thereof that is being conveyed), plus (ii) accrued and unpaid interest on the Investor Interest (or the portion thereof that is being conveyed) through the Refinancing Date, plus (iii) any accrued and unpaid Non-Use Fees and Class A Additional Amounts in respect of the Class A Investor Interest (or portion thereof that is being conveyed) through the Refinancing Date, plus (iv) if any part of the Investor Interest attributable to the Class B Investor Interest is being conveyed, any accrued and unpaid Non-Use Fees and Class B Additional Amounts in respect of the Class B Investor Interest (or portion thereof that is being conveyed) through the Refinancing Date. In the case of any such conveyance, the purchase price shall be deposited in the Collection Account and shall be distributed to the applicable Series 1999-2 Holders on the Refinancing Date in accordance with the terms of this Supplement and the Agreement, except that any portion of such purchase price may be applied to reduce the Class B Investor Interest if and only to the extent that the Class B Investor Interest, after giving effect to such conveyance, other applications of the purchase price, and any concurrent reduction in the Class A Funded Amount, shall not be less than the Required Class B Amount).

Refinanced Optional Amortization. On any Business Day in the Revolving Period or the Amortization Period, the Seller may, with the consent of each affected Series 19992000-2 VFC Certificateholder, cause the Servicer to provide notice to the Trustee and all Series 19992000-2 VFC Certificateholders at least three Business Days prior to any Business Day (the "Refinancing Date") stating its intention to cause the Class A Investor Interest and/or the Class B Investor Interest to be prepaid in full or in part on the Refinancing Date by causing the Investor Interest, as applicable, to be conveyed to one or more Persons (who may be the Holders of a new Series issued substantially contemporaneously with such prepayment) for a cash purchase price in an amount equal to the sum of (i) the Investor Interest (or the portion thereof that is being conveyed), plus (ii) accrued and unpaid interest on the Investor Interest (or the portion thereof that is being conveyed) through the Refinancing Date, plus (iii) any accrued and unpaid Class A Non-Use Fees and Class A Additional Amounts in respect of the Class A Investor Interest (or portion thereof that is being conveyed) through the Refinancing Date, plus (iv) if any part of the Investor Interest attributable to the Class B Investor Interest is being conveyed, any accrued and unpaid Class B Non-Use Fees and Class B Additional Amounts in respect of the Class B Investor Interest (or portion thereof that is being conveyed) through the Refinancing Date. In the case of any such conveyance, the purchase price shall be deposited in the Collection Account and shall be distributed to the applicable Series 19992000-2 VFC Holders on the Refinancing Date in accordance with the terms of this Supplement and the Agreement, except that any portion of such purchase price may be applied to reduce the Class B Investor Interest if and only to the extent that the Class B Investor InterestSpecified Enhancement Amount, after giving effect to such conveyance, other applications of the purchase price, and any concurrent reduction in the Class A Funded Amount, shall not be less than the Required Class B Enhancement Amount).

Refinanced Optional Amortization. On any Business Day in the Revolving Period or the Controlled Amortization Period, the Seller Transferor may, with the consent of each affected Series 1999-2 CertificateholderInvestor Holder, cause the Servicer to provide notice to the Trustee and all Series 1999-2 Certificateholders of the Investor Holders at least three five Business Days prior to any Business Day (the "“Refinancing Date"”) stating its intention to cause the Class A Investor Interest and/or the Class B Investor Interest Funded Amount to be prepaid in full or in part in an amount not less than $3,000,000 and integral multiples of $100,000 in excess thereof (or, if less, the remaining Funded Amount) on the Refinancing Date by causing with the Investor Interest, as applicable, to be conveyed to one or more Persons (who may be proceeds from the Holders issuance of a new Series issued substantially contemporaneously with series of Certificates. Any such prepayment) for prepayment of the Invested Amount shall be accompanied by a cash purchase price in an amount equal to the sum payment of (i) accrued and unpaid interest on the Investor Interest Funded Amount (or the portion thereof that is being conveyed), plus (ii) accrued and unpaid interest on the Investor Interest (or the portion thereof that is being conveyedprepaid) through the Refinancing Date, plus (iiiii) any accrued and unpaid Class A Non-Use Fees and Class A Additional Amounts in respect of the Class A Investor Interest Funded Amount (or portion thereof that is being conveyed) through the Refinancing Date, plus (iv) if any part of the Investor Interest attributable to the Class B Investor Interest is being conveyed, any accrued and unpaid Non-Use Fees and Class B Additional Amounts in respect of the Class B Investor Interest (or portion thereof that is being conveyedprepaid) through the Refinancing Date. In the case of any such conveyance, the purchase price proceeds of the new issuance in an amount sufficient (together with Collections available for such purpose) to pay the required amounts shall be deposited in the Collection Distribution Account and shall be distributed to the applicable Series 1999-2 Holders Investor Holder on the Refinancing Date on a pro rata basis in accordance with the terms of this Supplement Class A Pro Rata Percentage, Class M Pro Rata Percentage, Class B Pro Rata Percentage and the AgreementClass C Pro Rata Percentage and, except that any portion of such purchase price may be applied with respect to reduce the Class B Investor Interest if and only to the extent that A Certificates, shall be allocated among the Class B Investor InterestA Ownership Interests as specified by the Transferor. At any time that a Pro Rata Funding Event has occurred and is continuing, after giving effect to such conveyance, other applications the amount of the purchase price, and any concurrent reduction in the Class A Funded AmountAmount on the Refinancing Date shall be allocated among the Class A Ownership Interests on a pro rata basis based on their respective Class A Ownership Group Percentages; provided however that if a Pro Rata Funding Event has occurred and is continuing, and a reduction is requested at such time as a Pro Rata Allocation does not exist, then the amount of such reduction shall instead be allocated among the Class A Ownership Interests on a non-pro rata basis such that a Pro Rata Allocation would exist among the Class A Ownership Interests after giving effect to the payments made on the Refinancing Date, or if the requested refinancing among is not be less than large enough to achieve a Pro Rata Allocation, allocated in a manner reasonably determined by the Required Transferor to most closely align the Class B Amount)A Ownership Interests’ Funded Amounts in proportion to the respective Class A Ownership Group Percentages.

Refinanced Optional Amortization. On any Business Day in the Revolving Period or the Amortization Period, the Seller may, with the consent of each affected Series 19992004-2 VFC Certificateholder, cause the Servicer to provide notice to the Trustee and all Series 19992004-2 VFC Certificateholders at least three Business Days prior to any Business Day (the "Refinancing Date") stating its intention to cause the Class A Investor Interest and/or the Class B Investor Interest to be prepaid in full or in part on the Refinancing Date by causing the Investor Interest, as applicable, to be conveyed to one or more Persons (who may be the Holders of a new Series issued substantially contemporaneously with such prepayment) for a cash purchase price in an amount equal to the sum of (i) the Investor Interest (or the portion thereof that is being conveyed), plus (ii) accrued and unpaid interest on the Investor Interest (or the portion thereof that is being conveyed) through the Refinancing Date, plus (iii) any accrued and unpaid Class A Non-Use Fees and Class A Additional Amounts in respect of the Class A Investor Interest (or portion thereof that is being conveyed) through the Refinancing Date, plus (iv) if any part of the Investor Interest attributable to the Class B Investor Interest is being conveyed, any accrued and unpaid Class B Non-Use Fees and Class B Additional Amounts in respect of the Class B Investor Interest (or portion thereof that is being conveyed) through the Refinancing Date. In the case of any such conveyance, the purchase price shall be deposited in the Collection Account and shall be distributed to the applicable Series 19992004-2 VFC Holders on the Refinancing Date in accordance with the terms of this Supplement and the Agreement, except that any portion of such purchase price may be applied to reduce the Class B Investor Interest if and only to the extent that (i) the Class B Investor InterestSpecified Enhancement Amount, after giving effect to such conveyance, other applications of the purchase price, and any concurrent reduction in the Class A Funded Amount, shall not be less than the Required Class B Enhancement Amount and (ii) the Available Series Cash Collateral Amount, after giving effect to any deposits or withdrawals therefrom, shall not be less than the Required CCA Floor Amount).

Refinanced Optional Amortization. On any Business Day in the Revolving Period or the Controlled Amortization Period, the Seller Transferor may, with the consent of each affected Series 19992023-2 CertificateholderVFN1 Noteholder, cause the Servicer to provide notice to the Indenture Trustee and all of the Series 19992023-2 Certificateholders VFN1 Noteholders at least three five Business Days prior to any Business Day (the "“Refinancing Date"”) stating its intention to cause the Class A Investor Interest and/or the Class B Investor Interest Series 2023-VFN1 Notes to be prepaid in full or in part on the Refinancing Date by causing all or a portion of the Investor Interest, as applicable, Collateral Amount to be conveyed to one or more Persons (who may be the Holders Noteholders of a new Series issued substantially contemporaneously with such prepayment) for a cash purchase price in an amount equal to the sum of (i) the Investor Interest Collateral Amount (or the portion thereof that is being conveyed), plus (ii) accrued and unpaid interest on the Investor Interest Collateral Amount (or the portion thereof that is being conveyed) through the Refinancing Date, plus (iii) any accrued and unpaid Class A Non-Use Fees and Class A Additional Amounts in respect of the Class A Investor Interest (or portion thereof that is being conveyed) through the Refinancing Date, plus (iv) if any part of the Investor Interest attributable to the Class B Investor Interest is being conveyed, any accrued and unpaid Non-Use Fees and Class B Additional Amounts in respect of the Class B Investor Interest Collateral Amount (or portion thereof that is being conveyed) through the Refinancing Date. In the case of any such conveyance, the purchase price shall be deposited in the Collection Account and shall be distributed to the applicable Series 1999-2 Holders Class A Notes, based on the Class A Ownership Group Percentage for each Class A Ownership Group, on the Refinancing Date in accordance with the terms of this Indenture Supplement and the Agreement, except that any portion of such purchase price may be applied to reduce the Class B Investor Interest if and only to the extent that the Class B Investor Interest, after giving effect to such conveyance, other applications of the purchase price, and any concurrent reduction in the Class A Funded Amount, shall not be less than the Required Class B Amount)Indenture.

Refinanced Optional Amortization. On any Business Day in the Revolving Period or the Controlled Amortization Period, the Seller Transferor may, with the consent of each affected Series 1999-2 CertificateholderInvestor Holder, cause the Servicer to provide notice to the Trustee and all Series 1999-2 Certificateholders of the Investor Holders at least three five Business Days prior to any Business Day (the "“Refinancing Date"”) stating its intention to cause the Class A Investor Interest and/or the Class B Investor Interest Funded Amount to be prepaid in full or in part in an amount not less than $3,000,000 and integral multiples of $100,000 in excess thereof (or, if less, the remaining Funded Amount) on the Refinancing Date by causing with the Investor Interest, as applicable, to be conveyed to one or more Persons (who may be proceeds from the Holders issuance of a new Series issued substantially contemporaneously with series of Certificates. Any such prepayment) for prepayment of the Invested Amount shall be accompanied by a cash purchase price in an amount equal to the sum payment of (i) accrued and unpaid interest on the Investor Interest Funded Amount (or the portion thereof that is being conveyed), plus (ii) accrued and unpaid interest on the Investor Interest (or the portion thereof that is being conveyedprepaid) through the Refinancing Date, plus (iiiii) any accrued and unpaid Class A Non-Use Fees and Class A Additional Amounts in respect of the Class A Investor Interest Funded Amount (or portion thereof that is being conveyed) through the Refinancing Date, plus (iv) if any part of the Investor Interest attributable to the Class B Investor Interest is being conveyed, any accrued and unpaid Non-Use Fees and Class B Additional Amounts in respect of the Class B Investor Interest (or portion thereof that is being conveyedprepaid) through the Refinancing Date. In the case of any such conveyance, the purchase price proceeds of the new issuance in an amount sufficient (together with Collections available for such purpose) to pay the required amounts shall be deposited in the Collection Distribution Account and shall be distributed to the applicable Series 1999-2 Holders Investor Holder on the Refinancing Date on a pro rata basis in accordance with the terms of this Supplement Class A Pro Rata Percentage, Class M Pro Rata Percentage, Class B Pro Rata Percentage and the AgreementClass C Pro Rata Percentage and, except that any portion of such purchase price may be applied with respect to reduce the Class B Investor Interest if and only to the extent that A Certificates, shall be allocated among the Class B Investor InterestA Ownership Interests as specified by the Transferor. At any time that a Pro Rata Funding Event has occurred and is continuing, after giving effect to such conveyance, other applications the amount of the purchase price, and any concurrent reduction in the Class A Funded AmountAmount on the Refinancing Date shall be allocated among the Class A Ownership Interests on a pro rata basis based on their respective Class A Ownership Group Percentages; provided however that if a Pro Rata Funding Event has occurred and is continuing, and a reduction is requested at such time as a Pro Rata Allocation does not exist, then the amount of such reduction shall not instead be less than allocated among the Required Class B Amount)A Ownership Interests on a non-pro rata basis such that a Pro Rata Allocation would exist among the Class A Ownership Interests after giving effect to the payments made on the Refinancing Date, and any requested Class A Incremental Funding that has been requested on or before the related Refinancing Date.

Refinanced Optional Amortization. On any Business Day in the Revolving Period or the Controlled Amortization Period, the Seller Transferor may, with the consent of each affected Series 19992009-2 CertificateholderVFN Noteholder, cause the Servicer to provide notice to the Indenture Trustee and all of the Series 19992009-2 Certificateholders VFN Noteholders at least three five Business Days prior to any Business Day (the "“Refinancing Date"”) stating its intention to cause the Class A Investor Interest and/or the Class B Investor Interest Series 2009-VFN Notes to be prepaid in full or in part on the Refinancing Date by causing the Investor Interest, as applicable, all or a portion of the Collateral Amount to be conveyed to one or more Persons (who may be the Holders Noteholders of a new Series issued substantially contemporaneously with such prepayment) for a cash purchase price in an amount equal to the sum of (i) the Investor Interest Collateral Amount (or the portion thereof that is being conveyed), plus (ii) accrued and unpaid interest on the Investor Interest Collateral Amount (or the portion thereof that is being conveyed) through the Refinancing Date, plus (iii) any accrued and unpaid Non-Use Fees and Class A Additional Amounts in respect of the Class A Investor Interest (or portion thereof that is being conveyed) through the Refinancing Date, plus (iv) if any part of the Investor Interest attributable to the Class B Investor Interest is being conveyed, any accrued and unpaid Non-Use Fees and Class B Additional Amounts in respect of the Class B Investor Interest Collateral Amount (or portion thereof that is being conveyed) through the Refinancing Date. In the case of any such conveyance, the purchase price shall be deposited in the Collection Account and shall be distributed to the applicable Series 19992009-2 Holders VFN Noteholders on the Refinancing Date in accordance with the terms of this Indenture Supplement and the Agreement, except Indenture; provided that any portion of such purchase price may be applied to reduce the Class B Investor Interest if and only to the extent that the Class B Investor Interest, after giving effect to any such conveyance, other applications conveyance and application of the purchase priceprice,(i) the Class M Principal Balance shall not be less than the Required Class M Principal Balance, and any concurrent reduction in (ii) the Class A Funded Amount, B Principal Balance shall not be less than the Required Class B Amount)Principal Balance.

Refinanced Optional Amortization. On any Business Day in the Revolving Period or the Controlled Amortization Period, the Seller Transferor may, with the consent of each affected Series 19992022-2 CertificateholderVFN1 Noteholder, cause the Servicer to provide notice to the Indenture Trustee and all of the Series 19992022-2 Certificateholders VFN1 Noteholders at least three five Business Days prior to any Business Day (the "“Refinancing Date"”) stating its intention to cause the Class A Investor Interest and/or the Class B Investor Interest Series 2022-VFN1 Notes to be prepaid in full or in part on the Refinancing Date by causing all or a portion of the Investor Interest, as applicable, Collateral Amount to be conveyed to one or more Persons (who may be the Holders Noteholders of a new Series issued substantially contemporaneously with such prepayment) for a cash purchase price in an amount equal to the sum of (i) the Investor Interest Collateral Amount (or the portion thereof that is being conveyed), plus (ii) accrued and unpaid interest on the Investor Interest Collateral Amount (or the portion thereof that is being conveyed) through the Refinancing Date, plus (iii) any accrued and unpaid Class A Non-Use Fees and Class A Additional Amounts in respect of the Class A Investor Interest (or portion thereof that is being conveyed) through the Refinancing Date, plus (iv) if any part of the Investor Interest attributable to the Class B Investor Interest is being conveyed, any accrued and unpaid Non-Use Fees and Class B Additional Amounts in respect of the Class B Investor Interest Collateral Amount (or portion thereof that is being conveyed) through the Refinancing Date. In the case of any such conveyance, the purchase price shall be deposited in the Collection Account and shall be distributed to the applicable Series 1999-2 Holders Class A Notes, based on the Class A Ownership Group Percentage for each Class A Ownership Group, on the Refinancing Date in accordance with the terms of this Indenture Supplement and the Agreement, except that any portion of such purchase price may be applied to reduce the Class B Investor Interest if and only to the extent that the Class B Investor Interest, after giving effect to such conveyance, other applications of the purchase price, and any concurrent reduction in the Class A Funded Amount, shall not be less than the Required Class B Amount)Indenture.

Refinanced Optional Amortization. On any Business Day in the Revolving Period or the Controlled Amortization Period, the Seller Transferor may, with the consent of each affected Series 19992009-2 CertificateholderVFN Noteholder, cause the Servicer to provide notice to the Indenture Trustee and all of the Series 19992009-2 Certificateholders VFN Noteholders at least three five Business Days prior to any Business Day (the "“Refinancing Date"”) stating its intention to cause the Class A Investor Interest and/or the Class B Investor Interest Series 2009-VFN Notes to be prepaid in full or in part on the Refinancing Date by causing all or a portion of the Investor Interest, as applicable, Collateral Amount to be conveyed to one or more Persons (who may be the Holders Noteholders of a new Series issued substantially contemporaneously with such prepayment) for a cash purchase price in an amount equal to the sum of (i) the Investor Interest Collateral Amount (or the portion thereof that is being conveyed), plus (ii) accrued and unpaid interest on the Investor Interest Collateral Amount (or the portion thereof that is being conveyed) through the Refinancing Date, plus (iii) any accrued and unpaid Class A Non-Use Fees Fees, Class M Non-Use Fees, Class A Additional Amounts and Class A M Additional Amounts in respect of the Class A Investor Interest (or portion thereof that is being conveyed) through the Refinancing Date, plus (iv) if any part of the Investor Interest attributable to the Class B Investor Interest is being conveyed, any accrued and unpaid Non-Use Fees and Class B Additional Amounts in respect of the Class B Investor Interest Collateral Amount (or portion thereof that is being conveyed) through the Refinancing Date. In the case of any such conveyance, the purchase price shall be deposited in the Collection Account and shall be distributed to the applicable Series 19992009-2 Holders VFN Noteholders on a pro rata basis in accordance with the Class A Pro Rata Percentage, Class M Pro Rata Percentage, Class B Pro Rata Percentage and Class C Pro Rata Percentage and, with respect to the Class A Notes, based on the Class A Ownership Group Percentage for each Class A Ownership Group and with respect to the Class M Notes, based on the Class A Ownership Group Percentage for each Class M Ownership Group, on the Refinancing Date in accordance with the terms of this Indenture Supplement and the Agreement, except Indenture; provided that any portion of such purchase price may be applied to reduce the Class B Investor Interest if and only to the extent that the Class B Investor Interest, after giving effect to such conveyance, other applications conveyance and application of the purchase price, and any concurrent reduction in price (i) the Class A Funded AmountM Principal Balance shall not be less than the Required Class M Principal Balance, (ii) the Class B Principal Balance shall not be less than the Required Class B Amount)Principal Balance, and (iii) the Class C Principal Balance shall not be less than the Required Class C Principal Balance.

Refinanced Optional Amortization. On any Business Day in the Revolving Period or the Controlled Amortization Period, the Seller Transferor may, with the consent of each affected Series 19992009-2 CertificateholderVFN Noteholder, cause the Servicer to provide notice to the Indenture Trustee and all of the Series 19992009-2 Certificateholders VFN Noteholders at least three five Business Days prior to any Business Day (the "“Refinancing Date"”) stating its intention to cause the Class A Investor Interest and/or the Class B Investor Interest Series 2009-VFN Notes to be prepaid in full or in part on the Refinancing Date by causing the Investor Interest, as applicable, all or a portion of the Collateral Amount to be conveyed to one or more Persons (who may be the Holders Noteholders of a new Series issued substantially contemporaneously with such prepayment) for a cash purchase price in an amount equal to the sum of (i) the Investor Interest Collateral Amount (or the portion thereof that is being conveyed), plus (ii) accrued and unpaid interest on the Investor Interest Collateral Amount (or the portion thereof that is being conveyed) through the Refinancing Date, plus (iii) any accrued and unpaid Class A Non-Use Fees and Class A Additional Amounts in respect of the Class A Investor Interest (or portion thereof that is being conveyed) through the Refinancing Date, plus (iv) if any part of the Investor Interest attributable to the Class B Investor Interest is being conveyed, any accrued and unpaid Non-Use Fees and Class B Additional Amounts in respect of the Class B Investor Interest Collateral Amount (or portion thereof that is being conveyed) through the Refinancing Date. In the case of any such conveyance, the purchase price shall be deposited in the Collection Account and shall be distributed to the applicable Series 19992009-2 Holders VFN Noteholders on the Refinancing Date in accordance with the terms of this Indenture Supplement and the Agreement, except Indenture; provided that any portion of such purchase price may be applied to reduce the Class B Investor Interest if and only to the extent that the Class B Investor Interest, after giving effect to any such conveyance, other applications conveyance and application of the purchase price, and any concurrent reduction in (i) the Class A Funded AmountM Principal Balance shall not be less than the Required Class M Principal Balance, and (ii) the Class B Principal Balance shall not be less than the Required Class B Amount)Principal Balance.

Refinanced Optional Amortization. On any Business Day in the Revolving Period or the Controlled Amortization Period, the Seller Transferor may, with the consent of each affected Series 19992009-2 CertificateholderVFN Noteholder, cause the Servicer to provide notice to the Indenture Trustee and all of the Series 19992009-2 Certificateholders VFN Noteholders at least three five Business Days prior to any Business Day (the "“Refinancing Date"”) stating its intention to cause the Class A Investor Interest and/or the Class B Investor Interest Series 2009-VFN Notes to be prepaid in full or in part on the Refinancing Date by causing the Investor Interest, as applicable, all or a portion of the Collateral Amount to be conveyed to one or more Persons (who may be the Holders Noteholders of a new Series issued substantially contemporaneously with such prepayment) for a cash purchase price in an amount equal to the sum of (i) the Investor Interest Collateral Amount (or the portion thereof that is being conveyed), plus (ii) accrued and unpaid interest on the Investor Interest Collateral Amount (or the portion thereof that is being conveyed) through the Refinancing Date, plus (iii) any accrued and unpaid Class A Non-Use Fees Fees, Class M Non-Use Fees, Class A Additional Amounts and Class A M Additional Amounts in respect of the Class A Investor Interest (or portion thereof that is being conveyed) through the Refinancing Date, plus (iv) if any part of the Investor Interest attributable to the Class B Investor Interest is being conveyed, any accrued and unpaid Non-Use Fees and Class B Additional Amounts in respect of the Class B Investor Interest Collateral Amount (or portion thereof that is being conveyed) through the Refinancing Date. In the case of any such conveyance, the purchase price shall be deposited in the Collection Account and shall be distributed to the applicable Series 19992009-2 Holders VFN Noteholders on the Refinancing Date in accordance with the terms of this Indenture Supplement and the Agreement, except Indenture; provided that any portion of such purchase price may be applied to reduce the Class B Investor Interest if and only to the extent that the Class B Investor Interest, after giving effect to any such conveyance, other applications conveyance and application of the purchase price, and any concurrent reduction in (i) the Class A Funded AmountM Principal Balance shall not be less than the Required Class M Principal Balance, and (ii) the Class B Principal Balance shall not be less than the Required Class B Amount)Principal Balance.

Refinanced Optional Amortization. On any Business Day in the Revolving Period or the Controlled Amortization Period, the Seller Transferor may, with the consent of each affected Series 1999-2 CertificateholderInvestor Holder, cause the Servicer to provide notice to the Trustee and all Series 1999-2 Certificateholders of the Investor Holders at least three two Business Days prior to any Business Day (the "“Refinancing Date"”) stating its intention to cause the Class A Investor Interest and/or the Class B Investor Interest Funded Amount to be prepaid in full or in part in an amount not less than $3,000,000 and integral multiples of $100,000 in excess thereof (or, if less, the remaining Funded Amount) on the Refinancing Date by causing with the Investor Interest, as applicable, to be conveyed to one or more Persons (who may be proceeds from the Holders issuance of a new Series issued substantially contemporaneously with series of Certificates. Any such prepayment) for prepayment of the Invested Amount shall be accompanied by a cash purchase price in an amount equal to the sum payment of (i) accrued and unpaid interest on the Investor Interest Funded Amount (or the portion thereof that is being conveyed), plus (ii) accrued and unpaid interest on the Investor Interest (or the portion thereof that is being conveyedprepaid) through the Refinancing Date, plus (iiiii) any accrued and unpaid Class A Non-Use Fees and Class A Additional Amounts in respect of the Class A Investor Interest Funded Amount (or portion thereof that is being conveyed) through the Refinancing Date, plus (iv) if any part of the Investor Interest attributable to the Class B Investor Interest is being conveyed, any accrued and unpaid Non-Use Fees and Class B Additional Amounts in respect of the Class B Investor Interest (or portion thereof that is being conveyedprepaid) through the Refinancing Date. In the case of any such conveyance, the purchase price proceeds of the new issuance in an amount sufficient (together with Collections available for such purpose) to pay the required amounts shall be deposited in the Collection Distribution Account and shall be distributed to the applicable Series 1999-2 Holders Investor Holder on the Refinancing Date on a pro rata basis in accordance with the terms of this Supplement Class A Pro Rata Percentage, Class M Pro Rata Percentage, Class B Pro Rata Percentage and the AgreementClass C Pro Rata Percentage and, except that any portion of such purchase price may be applied with respect to reduce the Class B Investor Interest if and only to the extent that A Certificates, shall be allocated among the Class B Investor InterestA Ownership Interests as specified by the Transferor. At any time that a Pro Rata Funding Event has occurred and is continuing, after giving effect to such conveyance, other applications the amount of the purchase price, and any concurrent reduction in the Class A Funded AmountAmount on the Refinancing Date shall be allocated among the Class A Ownership Interests on a pro rata basis based on their respective Class A Ownership Group Percentages; provided however that if a Pro Rata Funding Event has occurred and is continuing, and a reduction is requested at such time as a Pro Rata Allocation does not exist, then the amount of such reduction shall not instead be less than allocated among the Required Class B Amount)A Ownership Interests on a non-pro rata basis such that a Pro Rata Allocation would exist among the Class A Ownership Interests after giving effect to the payments made on the Refinancing Date, and any requested Class A Incremental Funding that has been requested on or before the related Refinancing Date.

Refinanced Optional Amortization. On any Business Day in the Revolving Period or the Controlled Amortization Period, the Seller Transferor may, with the consent of each affected Series 19992009-2 CertificateholderVFN Noteholder, cause the Servicer to provide notice to the Indenture Trustee and all of the Series 19992009-2 Certificateholders VFN Noteholders at least three five Business Days prior to any Business Day (the "“Refinancing Date"”) stating its intention to cause the Class A Investor Interest and/or the Class B Investor Interest Series 2009-VFN Notes to be prepaid in full or in part on the Refinancing Date by causing the Investor Interest, as applicable, all or a portion of the Collateral Amount to be conveyed to one or more Persons (who may be the Holders Noteholders of a new Series issued substantially contemporaneously with such prepayment) for a cash purchase price in an amount equal to the sum of (i) the Investor Interest Collateral Amount (or the portion thereof that is being conveyed), plus (ii) accrued and unpaid interest on the Investor Interest Collateral Amount (or the portion thereof that is being conveyed) through the Refinancing Date, plus (iii) any accrued and unpaid Class A Non-Use Fees and Class A Additional Amounts in respect of the Class A Investor Interest (or portion thereof that is being conveyed) through the Refinancing Date, plus (iv) if any part of the Investor Interest attributable to the Class B Investor Interest is being conveyed, any accrued and unpaid Non-Use Fees and Class B Additional Amounts in respect of the Class B Investor Interest Collateral Amount (or portion thereof that is being conveyed) through the Refinancing Date. In the case of any such conveyance, the purchase price shall be deposited in the Collection Account and shall be distributed to the applicable Series 19992009-2 Holders VFN Noteholders on the Refinancing Date in accordance with the terms of this Indenture Supplement and the Agreement, except Indenture; provided that any portion of such purchase price may be applied to reduce the Class B Investor Interest if and only to the extent that the Class B Investor Interest, after giving effect to any such conveyance, other applications conveyance and application of the purchase price, and any concurrent reduction in (i) the Class A Funded AmountM Principal Balance shall not be less than the Required Class M Principal Balance, (ii) the Class B Principal Balance shall not be less than the Required Class B Amount)Principal Balance and (iii) the Class C Principal Balance shall not be less than the Required Class C Principal Balance. At any time that a Pro Rata Funding Event has occurred and is continuing, the amount of any reduction in the Class A Principal Balance on a Refinancing Date shall be allocated among the Class A Ownership Groups on a pro rata basis based on their respective Class A Ownership Group Percentages; provided however that if a Pro Rata Funding Event has occurred and is continuing, and a reduction is requested at such time as a Pro Rata Allocation does not exist, then the amount of such reduction shall instead be allocated among the Class A Ownership Groups on a non-pro rata basis such that a Pro Rata Allocation would exist among the Class A Ownership Groups after giving effect to the payments made on the Refinancing Date, or if the requested refinancing amount is not large enough to achieve a Pro Rata Allocation, allocated in a manner reasonably determined by the Transferor to most closely align the Tranche Invested Amounts of each Class A Ownership Group in proportion to the respective Class A Ownership Group Percentages.