Common use of Security, Enforcement and Limited Recourse Clause in Contracts

Security, Enforcement and Limited Recourse. (i) Party A agrees with Party B and the Note Trustee to be bound by the terms of the Current Issuer Deed of Charge and the Current Issuer Cash Management Agreement and, in particular, confirms that: (i) save as otherwise expressly set out in the Current Issuer Cash Management Agreement or, as applicable, the Current Issuer Deed of Charge, no sum shall be payable by or on behalf of Party B to it except in accordance with the Current Issuer Priority of Payments as set out in the Current Issuer Cash Management Agreement or, as applicable, the Current Issuer Deed of Charge (as the same may be amended from time to time); and (ii) it will not take any steps for the winding up, dissolution or reorganisation or for the appointment of a receiver, administrator, administrative receiver, trustee, liquidator, sequestrator or similar officer of Party B or of any or all of its revenues and assets nor participate in any ex parte proceedings nor seek to enforce any judgment against Party B except as provided in the Current Issuer Deed of Charge. (ii) In relation to all sums due and payable by Party B to Party A, Party A agrees that it shall have recourse only to sums available to Party B for the purpose of making payments to Party A in accordance with the relevant Current Issuer Priority of Payments, the Current Issuer Cash Management Agreement and/or, as applicable the Current Issuer Deed of Charge. (iii) If, on any date, Party B does not pay the full amount it would otherwise owe under any Transaction (after the application of Section 2(c) to such Transaction) because of the limitation contained in clause (i) of this paragraph (h), then (A) payment by Party B of the shortfall (and the corresponding payment obligation of Party A with respect to such shortfall (being the full amount Party A would otherwise owe on such date less the actual amount payable by Party A determined in accordance with clause (iii) (C) of this paragraph (h))) will not then fall due but will instead be deferred until the first Payment Date thereafter on which sufficient funds are available (subject to the limitation in clause (i) of this paragraph (h)), (B) failure by Party B to make the full payment under such Transaction (after the application of Section 2(c) to such Transaction) shall not constitute an Event of Default for the purpose of Section 5(a)(i), and (C) the obligation of Party A to make payment to Party B, in respect of the same Transaction, on such date, will be reduced so that Party A will be obligated to pay the Equivalent Percentage of the amount it would otherwise owe under that Transaction. "Equivalent Percentage" means the percentage obtained by dividing the amount paid by Party B by the amount it would have paid absent such limitation.

Security, Enforcement and Limited Recourse. (i) Party A agrees with Party B and the Note Trustee to be bound by the terms of the Current Issuer Deed of Charge and the Current Issuer Cash Management Agreement and, in particular, confirms that: (i) save as otherwise expressly set out in the Current Issuer Cash Management Agreement or, as applicable, the Current Issuer Deed of Charge, no sum shall be payable by or on behalf of Party B to it except in accordance with the Current Issuer Priority of Payments as set out in the Current Issuer Cash Management Agreement or, as applicable, the Current Issuer Deed of Charge (as the same may be amended from time to time); and (ii) it will not take any steps for the winding up, dissolution or reorganisation or for the appointment of a receiver, administrator, administrative receiver, trustee, liquidator, sequestrator or similar officer of Party B or of any or all of its revenues and assets nor participate in any ex parte proceedings nor seek to enforce any judgment against Party B except as provided in the Current Issuer Deed of Charge. (ii) In relation to all sums due and payable by Party B to Party A, Party A agrees that it shall have recourse only to sums available to Party B for the purpose of making payments to Party A in accordance with the relevant Current Issuer Priority of Payments, the Current Issuer Cash Management Agreement and/or, as applicable the Current Issuer Deed of Charge. (iii) If, on any date, Party B does not pay the full amount it would otherwise owe under any Transaction (after the application of Section 2(c) to such Transaction) because of the limitation contained in clause (i) of this paragraph (hPart 5(h), then (A) payment by Party B of the shortfall (and the corresponding payment obligation of Party A with respect to such shortfall (being the full amount Party A would otherwise owe on such date less the actual amount payable by Party A determined in accordance with clause (iii) (C) of this paragraph (hPart 5(h))) will not then fall due but will instead be deferred until the first Payment Date thereafter on which sufficient funds are available (subject to the limitation in clause (i) of this paragraph (hPart 5(h)), (B) failure by Party B to make the full payment under such Transaction (after the application of Section 2(c) to such Transaction) shall not constitute an Event of Default for the purpose of Section 5(a)(i), and (C) the obligation of Party A to make payment to Party B, in respect of the same Transaction, on such date, will be reduced so that Party A will be obligated to pay the Equivalent Percentage of the amount it would otherwise owe under that Transaction. "Equivalent Percentage" means the percentage obtained by dividing the amount paid by Party B by the amount it would have paid absent such limitation.

Security, Enforcement and Limited Recourse. (i) Party A agrees with Party B and the Note Trustee to be bound by the terms of the Current Issuer Deed of Charge and the Current Issuer Cash Management Agreement and, in particular, confirms that: (i) save as otherwise expressly set out in the Current Issuer Cash Management Agreement or, as applicable, the Current Issuer Deed of Charge, no sum shall be payable by or on behalf of Party B to it except in accordance with the Current Issuer Priority of Payments as set out in the Current Issuer Cash Management Agreement or, as applicable, the Current Issuer Deed of Charge (as the same may be amended from time to time); and (ii) it will not take any steps for the winding up, dissolution or reorganisation or for the appointment of a receiver, administrator, administrative receiver, trustee, liquidator, sequestrator or similar officer of Party B or of any or all of its revenues and assets nor participate in any ex parte proceedings nor seek to enforce any judgment against Party B except as provided in the Current Issuer Deed of Charge. (ii) In relation to all sums due and payable by Party B to Party A, Party A agrees that it shall have recourse only to sums available to Party B for the purpose of making payments to Party A in accordance with the relevant Current Issuer Priority of Payments, the Current Issuer Cash Management Agreement and/or, as applicable the Current Issuer Deed of Charge. (iii) If, on any date, Party B does not pay the full amount it would otherwise owe under any Transaction (after the application of Section 2(c) to such Transaction) because of the limitation contained in clause (i) of this paragraph (h), then (A) payment by Party B of the shortfall (and the corresponding payment obligation of Party A with respect to such shortfall (being the full amount Party A would otherwise owe on such date less the actual amount payable by Party A determined in accordance with clause (iii) (C) of this paragraph (h))) will not then fall due but will instead be deferred until the first Payment Date thereafter on which sufficient funds are available (subject to the limitation in clause (i) of this paragraph (h)), (B) failure by Party B to make the full payment under such Transaction (after the application of Section 2(c) to such Transaction) shall not constitute an Event of Default for the purpose of Section 5(a)(i), and (C) the obligation of Party A to make payment to Party B, in respect of the same Transaction, on such date, will be reduced so that Party A will be obligated to pay the Equivalent Percentage of the amount it would otherwise owe under that Transaction. "Equivalent PercentageEQUIVALENT PERCENTAGE" means the percentage obtained by dividing the amount paid by Party B by the amount it would have paid absent such limitation.

Security, Enforcement and Limited Recourse. (i) Party A agrees with Party B and the Note Trustee to be bound by the terms of the Current Issuer Deed of Charge and the Current Issuer Cash Management Agreement and, in particular, confirms that: (i) save as otherwise expressly set out in the Current Issuer Cash Management Agreement or, as applicable, the Current Issuer Deed of Charge, no sum shall be payable by or on behalf of Party B to it except in accordance with the Current Issuer Priority of Payments as set out in the Current Issuer Cash Management Agreement or, as applicable, the Current Issuer Deed of Charge (as the same may be amended from time to time); and (ii) it will not take any steps for the winding up, dissolution or reorganisation or for the appointment of a receiver, administrator, administrative receiver, trustee, liquidator, sequestrator or similar officer of Party B or of any or all of its revenues and assets nor participate in any ex parte proceedings nor seek to enforce any judgment against Party B except as provided in the Current Issuer Deed of Charge. (ii) In relation to all sums due and payable by Party B to Party A, Party A agrees that it shall have recourse only to sums available to Party B for the purpose of making payments to Party A in accordance with the relevant Current Issuer Priority of Payments, the Current Issuer Cash Management Agreement and/or, as applicable the Current Issuer Deed of Charge. (iii) If, on any date, Party B does not pay the full amount it would otherwise owe under any Transaction (after the application of Section 2(c) to such Transaction) because of the limitation contained in clause (i) of this paragraph (h), then (A) payment by Party B of the shortfall (and the corresponding payment obligation of Party A with respect to such shortfall (being the full amount Party A would otherwise owe on such date less the actual amount payable by Party A determined in accordance with clause (iii) (C) of this paragraph (h))) will not then fall due but will instead be deferred until the first Payment Date thereafter on which sufficient funds are available (subject to the limitation in clause (i) of this paragraph (h)), (B) failure by Party B to make the full payment under such Transaction (after the application of Section 2(c) to such Transaction) shall not constitute an Event of Default for the purpose of Section 5(a)(i), and (C) the obligation of Party A to make payment to Party B, in respect of the same Transaction, on such date, will be reduced so that Party A will be obligated to pay the Equivalent Percentage of the amount it would otherwise owe under that Transaction. "Equivalent Percentage" means the percentage obtained by dividing the amount paid by Party B by the amount it would have paid absent such limitation.EQUIVALENT

Security, Enforcement and Limited Recourse. (i) Party A agrees with Party B and the Note Trustee to be bound by the terms of the Current Issuer Deed of Charge and the Current Issuer Cash Management Agreement and, in particular, confirms that: : (iA) save as otherwise expressly set out in the Current Issuer Cash Management Agreement or, as applicable, the Current Issuer Deed of Charge, no sum shall be payable by or on behalf of Party B to it except in accordance with the Current Issuer Priority provisions of Payments as set out in the Current Issuer Cash Management Agreement orDeed of Charge; (B) unless an Enforcement Notice shall have been served or unless the Trustee, as applicablehaving become bound to do so, fails to serve an Enforcement Notice and/or to take any steps or proceedings pursuant to Clause 8 of the Current Issuer Deed of Charge to enforce the security thereby created: (as the same may be amended from time to time); and (ii1) it will shall not take any steps whatsoever to direct the Trustee to enforce any security created by or pursuant to Clause 3 of the Deed of Charge; and (2) it shall not take any steps for the winding up, dissolution or reorganisation reorganisation, or for the appointment of a receiver, administrator, administrative receiver, trustee, liquidator, sequestrator or similar officer of Party B or of any or all of its revenues and assets nor participate in any ex parte proceedings nor seek to enforce any judgment against Party B except as provided in B, subject to the Current Issuer provisions of the Deed of Charge. (ii) In relation to all sums due and payable by Party B to Party A, Party A agrees that it shall have recourse only to sums funds available to Party B for the purpose pursuant and subject to the order of making priority of payments to Party A set out in accordance with the relevant Current Issuer Priority of Payments, the Current Issuer Cash Management Agreement and/or, as applicable the Current Issuer Deed of Charge. (iii) Notwithstanding the provisions of Section 6 of this Agreement, any notice given by Party A designating an Early Termination Date, which date shall be no earlier than ten Business Days following the giving of notice, shall be given to the Trustee in respect of the Deed of Charge, with a copy to Party B. In the event that service of an Enforcement Notice occurs following the date of giving of such notice but prior to the date which would otherwise have been the Early Termination Date, the effective date of such Enforcement Notice shall be the Early Termination Date. (iv) If, on any date, Party B does not pay the full amount it would otherwise owe under any Transaction (after the application of Section 2(c) to such Transaction) because of the limitation contained in clause Part 5 (il)(i) of this paragraph or Part 5 (h)l)(ii) above, then then (A) payment by Party B of the shortfall (and the corresponding payment obligation of Party A with respect to such shortfall (being the full amount Party A would otherwise owe on such date less the actual amount payable by Party A determined in accordance with clause Part 5 (iiil)(iv)(C) (C) of this paragraph (h)below)) will not then fall due but will instead be deferred until the first Party A Payment Date thereafter on which sufficient funds are available to Party B (subject to the limitation in clause Part 5 (il)(i) of this paragraph or Part 5 (hl)(ii) above)), ; (B) failure by Party B to make the full payment under such Transaction (after the application of Section 2(c) to such Transaction) shall not constitute an Event of Default for the purpose of Section 5(a)(i), and ; and (C) the obligation of Party A to make payment to Party B, in respect of the same Transaction, on such date, will be reduced so that Party A will be obligated to pay the Equivalent Percentage of the amount it would otherwise owe under that Transaction. "Equivalent Percentage" means the percentage obtained by dividing the amount paid by Party B by the amount it would have paid absent such limitation.

Security, Enforcement and Limited Recourse. (i) Party A agrees with Party B and the Note Trustee to be bound by the terms of the Current Issuer Deed of Charge and the Current Issuer Cash Management Agreement and, in particular, confirms that: (i) save as otherwise expressly set out in the Current Issuer Cash Management Agreement or, as applicable, the Current Issuer Deed of Charge, no sum shall be payable by or on behalf of Party B to it except in accordance with the Current Issuer Priority of Payments as set out in the Current Issuer Cash Management Agreement or, as applicable, the Current Issuer Deed of Charge (as the same may be amended from time to time); and (ii) it will not take any steps for the winding up, dissolution or reorganisation or for the appointment of a receiver, administrator, administrative receiver, trustee, liquidator, sequestrator or similar officer of Party B or of any or all of its revenues and assets nor participate in any ex parte proceedings nor seek to enforce any judgment against Party B except as provided in the Current Issuer Deed of Charge. (ii) In relation to all sums due and payable by Party B to Party A, Party A agrees that it shall have recourse only to sums available to Party B for the purpose of making payments to Party A in accordance with the relevant Current Issuer Priority of Payments, the Current Issuer Cash Management Agreement and/or, as applicable the Current Issuer Deed of Charge. (iii) If, on any date, Party B does not pay the full amount it would otherwise owe under any Transaction (after the application of Section 2(c) to such Transaction) because of the limitation contained in clause (i) of this paragraph (h), then (A) payment by Party B of the shortfall (and the corresponding payment obligation of Party A with respect to such shortfall (being the full amount Party A would otherwise owe on such date less the actual amount payable by Party A determined in accordance with clause (iii) (C) of this paragraph (h))) will not then fall due but will instead be deferred until the first Payment Date thereafter on which sufficient funds are available (subject to the limitation in clause (i) of this paragraph (h)), (B) failure by Party B to make the full payment under such Transaction (after the application of Section 2(c) to such Transaction) shall not constitute an Event of Default for the purpose of Section 5(a)(i), and (C) the obligation of Party A to make payment to Party B, in respect of the same Transaction, on such date, will be reduced so that Party A will be obligated to pay the Equivalent Percentage of the amount it would otherwise owe under that Transaction. "Equivalent Percentage" means the percentage obtained by dividing the amount paid by Party B by the amount it would have paid absent such limitation.will

Security, Enforcement and Limited Recourse. (i) Party A agrees with Party B and the Note Trustee to be bound by the terms of the Current Issuer Deed of Charge and the Current Issuer Cash Management Agreement and, in particular, confirms that: (i) save as otherwise expressly set out in the Current Issuer Cash Management Agreement or, as applicable, the Current Issuer Deed of Charge, Charge no sum shall be payable by or on behalf of Party B to it except in accordance with the Current Issuer Priority of Payments as set out in the Current Issuer Cash Management Agreement or, as applicable, the Current Issuer Deed of Charge (as the same may be amended from time to time); and (ii) it will not take any steps for the winding up, dissolution or reorganisation or for the appointment of a receiver, administrator, administrative receiver, trustee, liquidator, sequestrator or similar officer of Party B or of any or all of its revenues and assets nor participate in any ex parte proceedings nor seek to enforce any judgment against Party B except as provided in the Current Issuer Deed of Charge. (ii) In relation to all sums due and payable by Party B to Party A, Party A agrees that it shall have recourse only to sums available to Party B for the purpose of making payments to Party A in accordance with the relevant Current Issuer Priority of Payments, the Current Issuer Cash Management Agreement and/or, as applicable the Current Issuer Deed of Charge. (iii) If, on any date, Party B does not pay the full amount it would otherwise owe under any Transaction (after the application of Section 2(c) to such Transaction) because of the limitation contained in clause (i) of this paragraph (h), then (A) payment by Party B of the shortfall (and the corresponding payment obligation of Party A with respect to such shortfall (being the full amount Party A would otherwise owe on such date less the actual amount payable by Party A determined in accordance with clause (iii) (C) of this paragraph (h))) will not then fall due but will instead be deferred until the first Payment Date thereafter on which sufficient funds are available (subject to the limitation in clause (i) of this paragraph (h)), (B) failure by Party B to make the full payment under such Transaction (after the application of Section 2(c) to such Transaction) shall not constitute an Event of Default for the purpose of Section 5(a)(i), and (C) the obligation of Party A to make payment to Party B, in respect of the same Transaction, on such date, will be reduced so that Party A will be obligated to pay the Equivalent Percentage of the amount it would otherwise owe under that Transaction. "Equivalent Percentage" means the percentage obtained by dividing the amount paid by Party B by the amount it would have paid absent such limitation.will

Security, Enforcement and Limited Recourse. (i) Party A agrees with Party B and the Note Trustee to be bound by the terms of the Current Issuer Deed of Charge and the Current Issuer Cash Management Agreement and, in particular, confirms that: : (iA) save as otherwise expressly set out in the Current Issuer Cash Management Agreement or, as applicable, the Current Issuer Deed of Charge, no sum shall be payable by or on behalf of Party B to it except in accordance with the Current Issuer Priority provisions of Payments as set out in the Current Issuer Cash Management Agreement orDeed of Charge; (B) unless an Enforcement Notice shall have been served or unless the Trustee, as applicablehaving become bound to do so, fails to serve an Enforcement Notice and/or to take any steps or proceedings pursuant to Clause 8 of the Current Issuer Deed of Charge to enforce the security thereby created: (as the same may be amended from time to time); and (ii1) it will shall not take any steps whatsoever to direct the Trustee to enforce any security created by or pursuant to Clause 3 of the Deed of Charge; and (2) it shall not take any steps for the winding up, dissolution or reorganisation reorganisation, or for the appointment of a receiver, administrator, administrative receiver, trustee, liquidator, sequestrator or similar officer of Party B or of any or all of its revenues and assets nor participate in any ex parte proceedings nor seek to enforce any judgment against Party B except as provided in B, subject to the Current Issuer provisions of the Deed of Charge. (ii) In relation to all sums due and payable by Party B to Party A, Party A agrees that it shall have recourse only to sums funds available to Party B for the purpose pursuant and subject to the order of making priority of payments to Party A set out in accordance with the relevant Current Issuer Priority of Payments, the Current Issuer Cash Management Agreement and/or, as applicable the Current Issuer Deed of Charge. (iii) Notwithstanding the provisions of Section 6 of this Agreement, any notice given by Party A designating an Early Termination Date, which date shall be no earlier than ten Business Days following the giving of notice, shall be given to the Trustee in respect of the Deed of Charge, with a copy to Party B. In the event that service of an Enforcement Notice occurs following the date of giving of such notice but prior to the date which would otherwise have been the Early Termination Date, the effective date of such Enforcement Notice shall be the Early Termination Date. (iv) If, on any date, Party B does not pay the full amount it would otherwise owe under any Transaction (other than pursuant to Section 6) (after the application of Section 2(c) to such Transaction) because of the limitation contained in clause Part 5 (il)(i) of this paragraph or Part 5 (h)l)(ii) above, then then (A) payment by Party B of the shortfall (and the corresponding payment obligation of Party A with respect to such shortfall (being the full amount Party A would otherwise owe on such date less the actual amount payable by Party A determined in accordance with clause Part 5 (iiil)(iv)(C) (C) of this paragraph (h)below)) will not then fall due but will instead be deferred until the first Party A Payment Date thereafter on which sufficient funds are available to Party B (subject to the limitation in clause Part 5 (il)(i) of this paragraph or Part 5 (hl)(ii) above)), ; (B) failure by Party B to make the full payment under such Transaction (after the application of Section 2(c) to such Transaction) shall not constitute an Event of Default for the purpose of Section 5(a)(i), and ; and (C) the obligation of Party A to make payment to Party B, in respect of the same Transaction, on such date, will be reduced so that Party A will be obligated to pay the Equivalent Percentage of the amount it would otherwise owe under that Transaction. "Equivalent Percentage" means the percentage obtained by dividing the amount paid by Party B by the amount it would have paid absent such limitation.

Security, Enforcement and Limited Recourse. (i) Party A agrees with confirms to Party B and the Note Trustee to be that it is, or will be, by the date hereof, bound by the terms of the Current Issuer Deed of Charge and the Current Issuer Cash Management Agreement and, in particular, confirms that: (i) save as otherwise expressly set out in the Current Issuer Cash Management Agreement or, as applicable, the Current Issuer Deed of Charge, no sum shall be payable by or on behalf of Party B to it except in accordance with the Current Issuer Priority of Payments as set out in the Current Issuer Cash Management Agreement or, as applicable, the Current Issuer Deed of Charge (as the same may be amended amended, restated, supplemented and/or otherwise modified from time to time); and (ii) it will not take any steps for the winding up, dissolution or reorganisation reorganization or for the appointment of a receiver, administrator, administrative receiver, trustee, liquidator, sequestrator or similar officer of Party B or of any or all of its revenues and assets nor participate in any ex parte proceedings nor seek to enforce any judgment against Party B except as provided in the Current Issuer Deed of Charge. (ii) In relation to all sums due and payable by Party B to Party A, Party A agrees that it shall have recourse only to sums available to Party B for the purpose of making payments to Party A in accordance with the relevant Current Issuer Priority of Payments, Payments and the Current Issuer Cash Management Agreement and/or, as applicable the Current Issuer Deed of Charge. (iii) If, on any datepayment date under a Transaction, an amount is payable by Party B to Party A and Party B does not pay the such amount in full amount it would otherwise owe under any Transaction on such date (after the application of Section 2(c) to such Transaction) because of the limitation contained in clause (iPart 5([h](i) of this paragraph (h)above, then then: (A) payment by Party B of the shortfall (and the corresponding payment obligation of Party A with respect to such shortfall (being the full amount Party A would otherwise owe on such date less the actual amount payable by Party A determined in accordance with clause (iii) (C) of this paragraph (hPart 5([h)(iii)(C)] below)) will not then fall due due, but will instead be deferred until the first Payment Date (as defined in the relevant Confirmation) thereafter on which sufficient funds are available (subject to the limitation in clause (iPart 5([h])(i) of this paragraph (h)above), (B) failure by Party B to make the full payment under such Transaction (after the application of Section 2(c) to such Transaction) shall not constitute an Event of Default for the purpose of Section 5(a)(i), and (C) the obligation of Party A to make payment to Party B, in respect of the same Transaction, on such date, will be reduced so that Party A will be obligated to pay the Equivalent Percentage of the amount it would otherwise owe under that Transaction. "Equivalent Percentage" means the percentage obtained by dividing the amount paid by Party B by the amount it would have paid on the relevant date absent such limitation.

Security, Enforcement and Limited Recourse. (i) Party A agrees with Party B and the Note Trustee to be bound by the terms of the Current Issuer Deed of Charge and the Current Issuer Cash Management Agreement and, in particular, confirms that: (i) save as otherwise expressly set out in the Current Issuer Cash Management Agreement or, as applicable, the Current Issuer Deed of Charge, no sum shall be payable by or on behalf of Party B to it except in accordance with the Current Issuer Priority of Payments as set out in the Current Issuer Cash Management Agreement or, as applicable, the Current Issuer Deed of Charge (as the same may be amended from time to time); and (ii) it will not take any steps for the winding up, dissolution or reorganisation or for the appointment of a receiver, administrator, administrative receiver, trustee, liquidator, sequestrator or similar officer of Party B or of any or all of its revenues and assets nor participate in any ex parte proceedings nor seek to enforce any judgment against Party B except as provided in the Current Issuer Deed of Charge. (ii) In relation to all sums due and payable by Party B to Party A, Party A agrees that it shall have recourse only to sums available to Party B for the purpose of making payments to Party A in accordance with the relevant Current Issuer Priority of Payments, the Current Issuer Cash Management Agreement and/or, as applicable the Current Issuer Deed of Charge. (iii) If, on any date, Party B does not pay the full amount it would otherwise owe under any Transaction (after the application of Section 2(c) to such Transaction) because of the limitation contained in clause (i) of this paragraph (hPart 5(h), then (A) payment by Party B of the shortfall (and the corresponding payment obligation of Party A with respect to such shortfall (being the full amount Party A would otherwise owe on such date less the actual amount payable by Party A determined in accordance with clause (iii) (C) of this paragraph (h))) will not then fall due but will instead be deferred until the first Payment Date thereafter on which sufficient funds are available (subject to the limitation in clause (i) of this paragraph (h)), (B) failure by Party B to make the full payment under such Transaction (after the application of Section 2(c) to such Transaction) shall not constitute an Event of Default for the purpose of Section 5(a)(i), and (C) the obligation of Party A to make payment to Party B, in respect of the same Transaction, on such date, will be reduced so that Party A will be obligated to pay the Equivalent Percentage of the amount it would otherwise owe under that Transaction. "Equivalent Percentage" means the percentage obtained by dividing the amount paid by Party B by the amount it would have paid absent such limitation.by

Security, Enforcement and Limited Recourse. (i) Party A agrees with Party B and the Note Trustee to be bound by the terms of the Current Issuer Deed of Charge and the Current Issuer Cash Management Agreement and, in particular, confirms that: : (iA) save as otherwise expressly set out in the Current Issuer Cash Management Agreement or, as applicable, the Current Issuer Deed of Charge, no sum shall be payable by or on behalf of Party B to it except in accordance with the Current Issuer Priority provisions of Payments as set out in the Current Issuer Cash Management Agreement orDeed of Charge; (B) unless an Enforcement Notice shall have been served or unless the Trustee, as applicablehaving become bound to do so, fails to serve an Enforcement Notice and/or to take any steps or proceedings pursuant to Clause 8 of the Current Issuer Deed of Charge to enforce the security thereby created:- (as the same may be amended from time to time); and (ii1) it will shall not take any steps whatsoever to direct the Trustee to enforce any security created by or pursuant to Clause 3 of the Deed of Charge; and (2) it shall not take any steps for the winding up, dissolution or reorganisation reorganisation, or for the appointment of a receiver, administrator, administrative receiver, trustee, liquidator, sequestrator or similar officer of Party B or of any or all of its revenues and assets nor participate in any ex parte proceedings nor seek to enforce any judgment against Party B except as provided in B, subject to the Current Issuer provisions of the Deed of Charge. (ii) In relation to all sums due and payable by Party B to Party A, Party A agrees that it shall have recourse only to sums funds available to Party B for the purpose pursuant and subject to the order of making priority of payments to Party A set out in accordance with the relevant Current Issuer Priority of Payments, the Current Issuer Cash Management Agreement and/or, as applicable the Current Issuer Deed of Charge. (iii) Notwithstanding the provisions of Section 6 of this Agreement, any notice given by Party A designating an Early Termination Date, which date shall be no earlier than ten Business Days following the giving of notice, shall be given to the Trustee in respect of the Deed of Charge, with a copy to Party B. In the event that service of an Enforcement Notice occurs following the date of giving of such notice but prior to the date which would otherwise have been the Early Termination Date, the effective date of such Enforcement Notice shall be the Early Termination Date. (iv) If, on any date, Party B does not pay the full amount it would otherwise owe under any Transaction (after the application of Section 2(c) to such Transaction) because of the limitation contained in clause (iPart 5(l)(i) of this paragraph (h)or Part 5(l)(ii) above, then then (A) payment by Party B of the shortfall (and the corresponding payment obligation of Party A with respect to such shortfall (being the full amount Party A would otherwise owe on such date less the actual amount payable by Party A determined in accordance with clause (iiiPart 5(l)(iv)(C) (C) of this paragraph (h))below) will not then fall due but will instead be deferred until the first Payment Date thereafter on which sufficient funds are available (subject to the limitation in clause (iPart 5(l)(i) of this paragraph (hor Part 5(l)(ii) above)), ; (B) failure by Party B to make the full payment under such Transaction (after the application of Section 2(c) to such Transaction) shall not constitute an Event of Default for the purpose of Section 5(a)(i), and ; and (C) the obligation of Party A to make payment to Party B, in respect of the same Transaction, on such date, will be reduced so that Party A will be obligated to pay the Equivalent Percentage of the amount it would otherwise owe under that Transaction. "Equivalent Percentage" means the percentage obtained by dividing the amount paid by Party B by the amount it would have paid absent such limitation.

Security, Enforcement and Limited Recourse. (i) Party A agrees with confirms to Party B and that it is, or will be, by the Note Trustee to be date hereof, bound by the terms of the Current Issuer Funding 2 Deed of Charge and the Current Issuer Cash Management Agreement and, in particular, confirms that: (i) save as otherwise expressly set out in the Current Issuer Cash Management Agreement or, as applicable, the Current Issuer Funding 2 Deed of Charge, no sum shall be payable by or on behalf of Party B to it except in accordance with the Current Issuer Funding 2 Priority of Payments as set out in the Current Issuer Cash Management Agreement or, as applicable, the Current Issuer Funding 2 Deed of Charge (as the same may be amended amended, restated, supplemented and/or otherwise modified from time to time); and (ii) it will not take any steps for the winding up, dissolution or reorganisation reorganization or for the appointment of a receiver, administrator, administrative receiver, trustee, liquidator, sequestrator or similar officer of Party B or of any or all of its revenues and assets nor participate in any ex parte proceedings nor seek to enforce any judgment against Party Party. B except as provided in the Current Issuer Funding 2 Deed of Charge. (ii) In relation to all sums due and payable by Party B to Party A, Party A agrees that it shall have recourse only to sums available to Party B for the purpose of making payments to Party A in accordance with the relevant Current Issuer Funding 2 Priority of Payments, Payments and the Current Issuer Cash Management Agreement and/or, as applicable the Current Issuer Funding 2 Deed of Charge. (iii) If, on any datepayment date under a Transaction, an amount is payable by Party B to Party A and Party B does not pay the such amount in full amount it would otherwise owe under any Transaction on such date (after the application of Section 2(c) to such Transaction) because of the limitation contained in clause (iPart 5(h(i) of this paragraph (h)above, then then: (A) payment by Party B of the shortfall (and the corresponding payment obligation of Party A with respect to such shortfall (being the full amount Party A would otherwise owe on such date less the actual amount payable by Party A determined in accordance with clause (iiiPart 5(h)(iii)(C) (C) of this paragraph (h)below)) will not then fall due due, but will instead be deferred until the first Payment Date (as defined in the Relevant Confirmation) thereafter on which sufficient funds are available (subject to the limitation in clause (iPart 5(h)(i) of this paragraph (h)above), (B) failure by Party B to make the full payment under such Transaction (after the application of Section 2(c) to such Transaction) shall not constitute an Event of Default for the purpose of Section 5(a)(i), and (C) the obligation of Party A to make payment to Party B, in respect of the same Transaction, on such date, will be reduced so that Party A will be obligated to pay the Equivalent Percentage of the amount it would otherwise owe under that Transaction. "Equivalent Percentage" means the percentage obtained by dividing the amount paid by Party B by the amount it would have paid on the relevant date absent such limitationlimitation multiplied by one hundred.

Security, Enforcement and Limited Recourse. (i) Party A agrees with Party B and the Note Trustee to be bound by the terms of the Current Issuer Deed of Charge and the Current Issuer Cash Management Agreement and, in particular, confirms that: : (iA) save as otherwise expressly set out in the Current Issuer Cash Management Agreement or, as applicable, the Current Issuer Deed of Charge, no sum shall be payable by or on behalf of Party B to it except in accordance with the Current Issuer Priority of Payments as set out in the Current Issuer Cash Management Agreement orDeed of Charge; (B) unless an Enforcement Notice shall have been served or unless the Trustee, as applicablehaving become bound to do so, fails to serve an Enforcement Notice and/or to take any steps or proceedings pursuant to Clause 8 of the Current Issuer Deed of Charge to enforce the security thereby created:- (as the same may be amended from time to time); and (ii1) it will shall not take any steps whatsoever to direct the Trustee to enforce any security created by or pursuant to Clause 3 of the Deed of Charge; and (2) it shall not take any steps for the winding up, dissolution or reorganisation reorganisation, or for the appointment of a receiver, administrator, administrative receiver, trustee, liquidator, sequestrator or similar officer of Party B or of any or all of its revenues and assets nor participate in any ex parte proceedings nor seek to enforce any judgment against Party B except as provided in B, subject to the Current Issuer provisions of the Deed of Charge. (ii) In relation to all sums due and payable by Party B to Party A, Party A agrees that it shall have recourse only to sums funds available to Party B for the purpose pursuant and subject to the order of making priority of payments to Party A set out in accordance with the relevant Current Issuer Priority of Payments, the Current Issuer Cash Management Agreement and/or, as applicable the Current Issuer Deed of Charge. (iii) Notwithstanding the provisions of Section 6 of this Agreement, any notice given by Party A designating an Early Termination Date, which date shall be no earlier than ten Business Days following the giving of notice, shall be given to the Trustee in respect of the Deed of Charge, with a copy to Party B. In the event that service of an Enforcement Notice occurs following the date of giving of such notice but prior to the date which would otherwise have been the Early Termination Date, the effective date of such Enforcement Notice shall be the Early Termination Date. (iv) If, on any date, Party B does not pay the full amount it would otherwise owe under any Transaction (after the application of Section 2(c) to such Transaction) because of the limitation contained in clause (il)(i) of this paragraph or (h)l)(ii) above, then then (A) payment by Party B of the shortfall (and the corresponding payment obligation of Party A with respect to such shortfall (being the full amount Party A would otherwise owe on such date less the actual amount payable by Party A determined in accordance with clause (iii) (C) of this paragraph (h))below) will not then fall due but will instead be deferred until the first Interest Payment Date thereafter on which sufficient funds are available (subject to the limitation in clause (il)(i) of this paragraph or (hl)(ii) above)), ; (B) failure by Party B to make the full payment under such Transaction (after the application of Section 2(c) to such Transaction) shall not constitute an Event of Default for the purpose of Section 5(a)(i), and ; and (C) the obligation of Party A to make payment to Party B, in respect of the same Transaction, on such date, will be reduced so that Party A will be obligated to pay the Equivalent Percentage of the amount it would otherwise owe under that Transaction. "Equivalent Percentage" means the percentage obtained by dividing the amount paid by Party B by the amount it would have paid absent such limitation.

Security, Enforcement and Limited Recourse. (i) Party A agrees with Party B and the Note Trustee to be bound by the terms of the Current Issuer Deed of Charge and the Current Issuer Cash Management Agreement and, in particular, confirms that: (i) save as otherwise expressly set out in the Current Issuer Cash Management Agreement or, as applicable, the Current Issuer Deed of Charge, no sum shall be payable by or on behalf of Party B to it except in accordance with the Current Issuer Priority of Payments as set out in the Current Issuer Cash Management Agreement or, as applicable, the Current Issuer Deed of Charge (as the same may be amended from time to time); and (ii) it will not take any steps for the winding up, dissolution or reorganisation or for the appointment of a receiver, administrator, administrative receiver, trustee, liquidator, sequestrator or similar officer of Party B or of any or all of its revenues and assets nor participate in any ex parte proceedings nor seek to enforce any judgment against Party B except as provided in the Current Issuer Deed of Charge. (ii) In relation to all sums due and payable by Party B to Party A, Party A agrees that it shall have recourse only to sums available to Party B for the purpose of making payments to Party A in accordance with the relevant Current Issuer Priority of Payments, the Current Issuer Cash Management Agreement and/or, as applicable the Current Issuer Deed of Charge. (iii) If, on any date, Party B does not pay the full amount it would otherwise owe under any Transaction (after the application of Section 2(c) to such Transaction) because of the limitation contained in clause (i) of this paragraph (h), then (A) payment by Party B of the shortfall (and the corresponding payment obligation of Party A with respect to such shortfall (being the full amount Party A would otherwise owe on such date less the actual amount payable by Party A determined in accordance with clause (iii) (C) of this paragraph (h))) will not then fall due but will instead be deferred until the first Payment Date thereafter on which sufficient funds are available (subject to the limitation in clause (i) of this paragraph (h)), (B) failure by Party B to make the full payment under such Transaction (after the application of Section 2(c) to such Transaction) shall not constitute an Event of Default for the purpose of Section 5(a)(i), and (C) the obligation of Party A to make payment to Party B, in respect of the same Transaction, on such date, will be reduced so that Party A will be obligated to pay the Equivalent Percentage of the amount it would otherwise owe under that Transaction. "Equivalent PercentageEQUIVALENT PERCENTAGE" means the percentage obtained by dividing the amount paid by Party B by the amount it would have paid absent such limitation.

Security, Enforcement and Limited Recourse. (i) Party A agrees with Party B and the Note Trustee to be bound by the terms of the Current Issuer Deed of Charge and the Current Issuer Cash Management Agreement and, in particular, confirms that: : (iA) save as otherwise expressly set out in the Current Issuer Cash Management Agreement or, as applicable, the Current Issuer Deed of Charge, no sum shall be payable by or on behalf of Party B to it except in accordance with the Current Issuer Priority provisions of Payments as set out in the Current Issuer Cash Management Agreement orDeed of Charge; (B) unless an Enforcement Notice has been served or unless the Trustee, as applicablehaving become bound to do so, fails to serve an Enforcement Notice and/or to take any steps or proceedings pursuant to the Current Issuer Deed of Charge to enforce the security thereby created: (as the same may be amended from time to time); and (ii1) it will shall not take any steps whatsoever to direct the Trustee to enforce any security created by or pursuant to the Deed of Charge; and (2) it shall not take any steps for the winding up, dissolution or reorganisation reorganisation, or for the appointment of a receiver, administrator, administrative receiver, trustee, liquidator, sequestrator or similar officer of Party B or of any or all of its revenues and assets nor participate in any ex parte proceedings nor seek to enforce any judgment against Party B except as provided in B, subject to the Current Issuer provisions of the Deed of Charge. Notwithstanding the above, the provisions of this Part 5(l)(i) are in no way intended to alter the terms set out in the Deed of Charge and to the extent that any conflict arises between the terms of the Deed of Charge and this Part 5(l)(i), the terms of the Deed of Charge shall prevail. (ii) In relation to all sums due and payable by Party B to Party A, Party A agrees that it shall have recourse only to sums funds available to Party B for the purpose pursuant and subject to the order of making priority of payments to Party A set out in accordance with the relevant Current Issuer Priority of Payments, the Current Issuer Cash Management Agreement and/or, as applicable the Current Issuer Deed of Charge. (iii) Notwithstanding the provisions of Section 6 of this Agreement, any notice given by Party A designating an Early Termination Date shall be given to the Trustee in respect of the Deed of Charge, with a copy to Party B. In the event that service of an Enforcement Notice occurs following the date of giving of such notice but prior to the date which would otherwise have been the Early Termination Date, the effective date of such Enforcement Notice shall be the Early Termination Date. (iv) If, on any date, after the application of Section 2(c), Party B does not pay the full amount it would otherwise owe under any Transaction (after the application of including any default interest under Section 2(c2(e) to such Transaction) because of the limitation contained in clause (i) of this paragraph (h), then (A) payment by Party B of the shortfall (and the corresponding payment obligation of Party A with respect to such shortfall (being the full amount Party A would otherwise owe on such date less the actual amount payable by Party A determined in accordance with clause (iii) (C) of this paragraph (h))) will not then fall due but will instead be deferred until the first Payment Date thereafter on which sufficient funds are available (subject to the limitation in clause (i) of this paragraph (h)), (B) failure by Party B to make the full payment under such Transaction (after the application of Section 2(c) to such Transaction) shall not constitute an Event of Default for the purpose of Section 5(a)(i), and (C) the obligation of Party A to make payment to Party B, accruing in respect of the same Transaction, on such date, will a Withholding Compensation Amount but excluding payments to be reduced so that Party A will be obligated made pursuant to pay the Equivalent Percentage of the amount it would otherwise owe under that Transaction. "Equivalent Percentage" means the percentage obtained by dividing the amount paid by Party B by the amount it would have paid absent such limitation.Section

Security, Enforcement and Limited Recourse. (i) Party A agrees with Party B and the Note Trustee to be bound by the terms of the Current Issuer Deed of Charge and the Current Issuer Cash Management Agreement and, in particular, confirms that: : (iA) save as otherwise expressly set out in the Current Issuer Cash Management Agreement or, as applicable, the Current Issuer Deed of Charge, no sum shall be payable by or on behalf of Party B to it except in accordance with the Current Issuer Priority provisions of Payments as set out in the Current Issuer Cash Management Agreement orDeed of Charge; (B) unless an Enforcement Notice has been served or unless the Trustee, as applicablehaving become bound to do so, fails to serve an Enforcement Notice and/or to take any steps or proceedings pursuant to the Current Issuer Deed of Charge to enforce the security thereby created: (as the same may be amended from time to time); and (ii1) it will shall not take any steps whatsoever to direct the Trustee to enforce any security created by or pursuant to the Deed of Charge; and (2) it shall not take any steps for the winding up, dissolution or reorganisation reorganisation, or for the appointment of a receiver, administrator, administrative receiver, trustee, liquidator, sequestrator or similar officer of Party B or of any or all of its revenues and assets nor participate in any ex parte proceedings nor seek to enforce any judgment against Party B except as provided in B, subject to the Current Issuer provisions of the Deed of Charge. Notwithstanding the above, the provisions of this Part 5(l)(i) are in no way intended to alter the terms set out in the Deed of Charge and to the extent that any conflict arises between the terms of the Deed of Charge and this Part 5(l)(i), the terms of the Deed of Charge shall prevail. (ii) In relation to all sums due and payable by Party B to Party A, Party A agrees that it shall have recourse only to sums funds available to Party B for the purpose pursuant and subject to the order of making priority of payments to Party A set out in accordance with the relevant Current Issuer Priority of Payments, the Current Issuer Cash Management Agreement and/or, as applicable the Current Issuer Deed of Charge. (iii) Notwithstanding the provisions of Section 6 of this Agreement, any notice given by Party A designating an Early Termination Date shall be given to the Trustee in respect of the Deed of Charge, with a copy to Party B. In the event that service of an Enforcement Notice occurs following the date of giving of such notice but prior to the date which would otherwise have been the Early Termination Date, the effective date of such Enforcement Notice shall be the Early Termination Date. (iv) If, on any date, after the application of Section 2(c), Party B does not pay the full amount it would otherwise owe under any Transaction (after the application including any default interest under Section 2(e) accruing in respect of a Withholding Compensation Amount but excluding payments to be made pursuant to Section 2(c6) to such Transaction) because as a result of the limitation contained in clause Part 5 (il)(i) of this paragraph or Part 5 (h)l)(ii) above, then then: (A) payment by Party B of the shortfall (and the corresponding payment obligation of Party A with respect to such shortfall (being the full amount Party A would otherwise owe on such date less the actual amount payable by Party A determined in accordance with clause (iii) (C) of this paragraph (h))) will not then fall due but will instead be deferred until the first Party A Payment Date thereafter on which sufficient funds are available to Party B (subject to the limitation in clause Part 5 (il)(i) of this paragraph or Part 5 (hl)(ii) above)), ; and (B) failure by Party B to make the full payment under such Transaction (after the application of Section 2(c) to such Transaction) shall not constitute an Event of Default for the purpose of Section 5(a)(i) or Section 5(a)(ii). (v) For the avoidance of doubt, and if an Early Termination Date results from an Event of Default or an Additional Termination Event, any amounts otherwise payable under this Agreement (Cthe payment of which was deferred or not paid in the circumstances described under Part 5(l)(iv) the obligation of above) by Party A to make payment to and by Party B, in respect will be deemed to be Unpaid Amounts (except that any Withholding Compensation Amount shall not constitute an Unpaid Amount for the purposes of this Agreement, but instead shall constitute a separate and independent obligation of the same Transactionrelevant party). (vi) Following the calculation thereof, on such date, will be reduced so that Party B shall notify Party A will be obligated to pay at least two Business Days in advance of the Equivalent Percentage relevant Payment Date of the amount it would otherwise owe under that Transaction. "Equivalent Percentage" means of any shortfall, the percentage obtained by dividing the amount paid payment of which by Party B is deferred in accordance with Part 5(l)(iv) above. (vii) If any payment of any amounts by Party B is deferred in accordance with Part 5(l)(iv) above then the amount it would have paid absent so deferred (the "Deferred Amount") shall, subject to the terms of this Agreement, be payable on the next Mortgage Rate Payment Date (together with an additional amount, being the interest accrued on the Deferred Amount for the period of such limitationdeferral at the applicable Mortgage Rate) and the Mortgage Rate Amount due on such date shall be deemed to include such amounts.

Security, Enforcement and Limited Recourse. (i) Party A agrees with Party B and the Note Trustee to be bound by the terms of the Current Issuer Deed of Charge and the Current Issuer Cash Management Agreement and, in particular, confirms that: : (iA) save as otherwise expressly set out in the Current Issuer Cash Management Agreement or, as applicable, the Current Issuer Deed of Charge, no sum shall be payable by or on behalf of Party B to it except in accordance with the Current Issuer Priority provisions of Payments as set out in the Current Issuer Cash Management Agreement orDeed of Charge; (B) unless an Enforcement Notice has been served or unless the Trustee, as applicablehaving become bound to do so, fails to serve an Enforcement Notice and/or to take any steps or proceedings pursuant to the Current Issuer Deed of Charge to enforce the security thereby created: (as the same may be amended from time to time); and (ii1) it will shall not take any steps whatsoever to direct the Trustee to enforce any security created by or pursuant to the Deed of Charge; and (2) it shall not take any steps for the winding up, dissolution or reorganisation reorganisation, or for the appointment of a receiver, administrator, administrative receiver, trustee, liquidator, sequestrator or similar officer of Party B or of any or all of its revenues and assets nor participate in any ex parte proceedings nor seek to enforce any judgment against Party B except as provided in B, subject to the Current Issuer provisions of the Deed of Charge. Notwithstanding the above, the provisions of this Part 5(l)(i) are in no way intended to alter the terms set out in the Deed of Charge and to the extent that any conflict arises between the terms of the Deed of Charge and this Part 5(l)(i), the terms of the Deed of Charge shall prevail. (ii) In relation to all sums due and payable by Party B to Party A, Party A agrees that it shall have recourse only to sums funds available to Party B for the purpose pursuant and subject to the order of making priority of payments to Party A set out in accordance with the relevant Current Issuer Priority of Payments, the Current Issuer Cash Management Agreement and/or, as applicable the Current Issuer Deed of Charge. (iii) Notwithstanding the provisions of Section 6 of this Agreement, any notice given by Party A designating an Early Termination Date shall be given to the Trustee in respect of the Deed of Charge, with a copy to Party B. In the event that service of an Enforcement Notice occurs following the date of giving of such notice but prior to the date which would otherwise have been the Early Termination Date, the effective date of such Enforcement Notice shall be the Early Termination Date. (iv) If, on any date, after the application of Section 2(c), Party B does not pay the full amount it would otherwise owe under any Transaction (after the application including any default interest under Section 2(e) accruing in respect of a Withholding Compensation Amount but excluding payments to be made pursuant to Section 2(c6) to such Transaction) because as a result of the limitation contained in clause (iPart 5(l)(i) of this paragraph (h)or Part 5(l)(ii) above, then then: (A) payment by Party B of the shortfall (and the corresponding payment obligation of Party A with respect to such shortfall (being the full amount Party A would otherwise owe on such date less the actual amount payable by Party A determined in accordance with clause (iiiPart 5(l)(iv)(C) (C) of this paragraph (h)below)) will not then fall due but will instead be deferred until the first Party A Payment Date thereafter on which sufficient funds are available to Party B (subject to the limitation in clause (iPart 5(l)(i) of this paragraph (hor Part 5(l)(ii) above)), ; and (B) failure by Party B to make the full payment under such Transaction (after the application of Section 2(c) to such Transaction) shall not constitute an Event of Default for the purpose of Section 5(a)(i) or Section 5(a)(ii), and . (C) the obligation of Party A to make payment to Party B, in respect of the same Transaction, on such date, will be reduced so that Party A will be obligated to pay the Equivalent Percentage of the amount it would otherwise owe under that Transaction. "Equivalent Percentage" means the percentage obtained by dividing the amount paid by Party B by the amount it would have paid absent such limitation.

Security, Enforcement and Limited Recourse. (i) Party A agrees with Party B and the Note Trustee to be bound by the terms of the Current Issuer Deed of Charge and the Current Issuer Cash Management Agreement and, in particular, confirms that: : (iA) save as otherwise expressly set out in the Current Issuer Cash Management Agreement or, as applicable, the Current Issuer Deed of Charge, no sum shall be payable by or on behalf of Party B to it except in accordance with the Current Issuer Priority provisions of Payments as set out in the Current Issuer Cash Management Agreement orDeed of Charge; (B) unless an Enforcement Notice has been served or unless the Trustee, as applicablehaving become bound to do so, fails to serve an Enforcement Notice and/or to take any steps or proceedings pursuant to the Current Issuer Deed of Charge to enforce the security thereby created: (as the same may be amended from time to time); and (ii1) it will shall not take any steps whatsoever to direct the Trustee to enforce any security created by or pursuant to the Deed of Charge; and (2) it shall not take any steps for the winding up, dissolution or reorganisation reorganisation, or for the appointment of a receiver, administrator, administrative receiver, trustee, liquidator, sequestrator or similar officer of Party B or of any or all of its revenues and assets nor participate in any ex parte proceedings nor seek to enforce any judgment against Party B except as provided in B, subject to the Current Issuer provisions of the Deed of Charge. Notwithstanding the above, the provisions of this Part 5(l)(i) are in no way intended to alter the terms set out in the Deed of Charge and to the extent that any conflict arises between the terms of the Deed of Charge and this Part 5(l)(i), the terms of the Deed of Charge shall prevail. (ii) In relation to all sums due and payable by Party B to Party A, Party A agrees that it shall have recourse only to sums funds available to Party B for the purpose pursuant and subject to the order of making priority of payments to Party A set out in accordance with the relevant Current Issuer Priority of Payments, the Current Issuer Cash Management Agreement and/or, as applicable the Current Issuer Deed of Charge. (iii) Notwithstanding the provisions of Section 6 of this Agreement, any notice given by Party A designating an Early Termination Date shall be given to the Trustee in respect of the Deed of Charge, with a copy to Party B. In the event that service of an Enforcement Notice occurs following the date of giving of such notice but prior to the date which would otherwise have been the Early Termination Date, the effective date of such Enforcement Notice shall be the Early Termination Date. (iv) If, on any date, after the application of Section 2(c), Party B does not pay the full amount it would otherwise owe under any Transaction (after the application including any default interest under Section 2(e) accruing in respect of a Withholding Compensation Amount but excluding payments to be made pursuant to Section 2(c6) to such Transaction) because as a result of the limitation contained in clause Part 5 (il)(i) of this paragraph or Part 5 (h)l)(ii) above, then then: (A) payment by Party B of the shortfall (and the corresponding payment obligation of Party A with respect to such shortfall (being the full amount Party A would otherwise owe on such date less the actual amount payable by Party A determined in accordance with clause (iii) (C) of this paragraph (h))) will not then fall due but will instead be deferred until the first Party A Payment Date thereafter on which sufficient funds are available to Party B (subject to the limitation in clause Part 5 (il)(i) of this paragraph or Part 5 (hl)(ii) above)), ; and (B) failure by Party B to make the full payment under such Transaction (after the application of Section 2(c) to such Transaction) shall not constitute an Event of Default for the purpose of Section 5(a)(i) or Section 5(a)(ii). (v) For the avoidance of doubt, and if an Early Termination Date results from an Event of Default or an Additional Termination Event, any amounts otherwise payable under this Agreement (Cthe payment of which was deferred or not paid in the circumstances described under Part 5 (l)(iv) the obligation of above) by Party A to make payment to and by Party B, in respect will be deemed to be Unpaid Amounts (except that any Withholding Compensation Amount shall not constitute an Unpaid Amount for the purposes of this Agreement, but instead shall constitute a separate and independent obligation of the same Transactionrelevant party). (vi) Following the calculation thereof, on such date, will be reduced so that Party B shall notify Party A will be obligated to pay at least two Business Days in advance of the Equivalent Percentage relevant Payment Date of the amount it would otherwise owe under that Transaction. "Equivalent Percentage" means of any shortfall, the percentage obtained by dividing the amount paid payment of which by Party B is deferred in accordance with Part 5 (l)(iv) above. (vii) If any payment of any amounts by Party B is deferred in accordance with Part 5 (l)(iv) above then the amount it would have paid absent so deferred (the "Deferred Amount") shall, subject to the terms of this Agreement, be payable on the next Mortgage Rate Payment Date (together with an additional amount, being the interest accrued on the Deferred Amount for the period of such limitationdeferral at the applicable Mortgage Rate) and the Mortgage Rate Amount due on such date shall be deemed to include such amounts.