Common use of Shared Principal Collections and Shared Transferor Principal Collections Clause in Contracts

Shared Principal Collections and Shared Transferor Principal Collections. (a) On each Distribution Date, (a) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series within a particular Principal Sharing Group, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series and (b) the Servicer shall withdraw from the Collection Account and pay to the Owner Trustee for distribution to the holders of the Transferor Certificates in accordance with the Trust Agreement an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series in such Principal Sharing Group of Collections of Principal Receivables which the related Indenture Supplements specify are to be treated as "Shared Principal Collections" (including the net proceeds from any New Issuance as provided in Section 2.12(e)) for such Distribution Date over (y) the aggregate amount for all outstanding Series in such Principal Sharing Group which the related Indenture Supplements specify are "Principal Shortfalls" for such Series and for such Distribution Date; provided, however, that if the Transferor Amount for the related Pool as of such Distribution Date (determined after giving effect to the Principal Receivables transferred to and in the Trust on such date) is less than the Required Transferor Amount, the Servicer will not distribute to the Owner Trustee for distribution to the holders of the Transferor Certificates in accordance with the Trust Agreement any such amounts that otherwise would be distributed to the Owner Trustee for distribution to the holders of the Transferor Certificates in accordance with the Trust Agreement, but shall deposit such funds in the Special Funding Account with respect to such Pool. The Transferor may, at its option, instruct the Indenture Trustee to deposit Shared Principal Collections which are otherwise payable to the Owner Trustee for distribution to the holders of the Transferor Certificates in accordance with the Trust Agreement pursuant to the provisions set forth above into such Special Funding Account. (b) The Servicer will determine the amount of Collections of Principal Receivables for any Due Period allocated to the Holders of the Transferor Certificates with respect to any Pool but not due to the Holder of any Supplemental Certificate and other amounts payable to the Transferor with respect to Collections of Principal Receivables with respect to such Pool, regardless of whether such Collections were initially allocated to the Transferor or any Series ("Shared Transferor Principal Collections"). The Servicer will allocate the Shared Transferor Principal Collections to cover any Principal Shortfalls for Series with respect to such Pool that have not been covered out of the Shared Principal Collections allocated to each such Series that has been designated in the applicable Indenture Supplement as being entitled to receive Shared Transferor Principal Collections, and the remaining Shared Transferor Principal Collections will be paid to the Holders of the Transferor Certificates. If Principal Shortfalls remaining after the application of Shared Principal Collections exceed related Shared Transferor Principal Collections for any Due Period, such Shared Transferor Principal Collections will be allocated pro rata among each such Series which in accordance with the Indenture Supplement for such Series; provided, however, the sharing of Shared Transferor Principal Collections among Series will commence only upon the delivery by the Transferor to the Indenture Trustee of an Officer's Certificate to the affect that, in the reasonable judgment of the Transferor, the sharing of Shared Transferor Principal Collections would not have adverse regulatory implications with respect to the Transferor or any Affiliate thereof and such sharing will continue only until such time, if any, at which the Transferor shall deliver to the Indenture Trustee an Officer's Certificate to the effect that, in the reasonable belief of the Transferor, the continued sharing of Shared Transferor Principal Collections among Series would have adverse regulatory implications with respect to the Transferor or any Affiliate thereof. Following the delivery by the Transferor of such an Officer's Certificate to the Indenture Trustee, there will not be any further sharing of Shared Transferor Principal Collections among Series.

Shared Principal Collections and Shared Transferor Principal Collections. (a) On each Distribution Date, (ai) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series within a particular Principal Sharing Group, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series and (bii) the Servicer shall withdraw from the Collection Account and pay to the Owner Trustee for distribution to the holders of the Transferor Certificates in accordance with the Trust Agreement an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Outstanding Series in such Principal Sharing Group of Collections of Principal Receivables which the related Indenture Supplements specify are to be treated as "Shared Principal CollectionsSHARED PRINCIPAL COLLECTIONS" (including the net proceeds from any New Issuance as provided in Section 2.12(e)) for such Distribution Date over (y) the aggregate amount for all outstanding Outstanding Series in such Principal Sharing Group which the related Indenture Supplements specify are "Principal ShortfallsPRINCIPAL SHORTFALLS" for such Series and for such Distribution Date; provided, however, that if the Transferor Amount for the related Pool as of such Distribution Date (determined after giving effect to the Principal Receivables transferred to and in the Trust on such date) is less than the Required Transferor Amount, the Servicer will not distribute to the Owner Trustee for distribution to the holders of the Transferor Certificates in accordance with the Trust Agreement any such amounts that otherwise would be distributed to the Owner Trustee for distribution to the holders of the Transferor Certificates in accordance with the Trust Agreement, but shall deposit such funds in the Special Funding Account with respect to such Pool. The Transferor may, at its option, instruct the Indenture Trustee to deposit Shared Principal Collections which are otherwise payable to the Owner Trustee for distribution to the holders of the Transferor Certificates in accordance with the Trust Agreement pursuant to the provisions set forth above into such Special Funding Account. (b) The Servicer will determine the amount of Collections of Principal Receivables for any Due Period allocated to the Holders of the Transferor Certificates with respect to any Pool but not due to the Holder of any Supplemental Certificate and other amounts payable to the Transferor with respect to Collections of Principal Receivables with respect to such Pool, regardless of whether such Collections were initially allocated to the Transferor or any Series ("Shared Transferor Principal CollectionsSHARED TRANSFEROR PRINCIPAL COLLECTIONS"). The Servicer will allocate the Shared Transferor Principal Collections to cover any Principal Shortfalls for Series with respect to such Pool that have not been covered out of the Shared Principal Collections allocated to each such Series that has been designated in the applicable Indenture Supplement as being entitled to receive Shared Transferor Principal Collections, and the remaining Shared Transferor Principal Collections will be paid to the Holders of the Transferor Certificates. If Principal 69 Shortfalls remaining after the application of Shared Principal Collections exceed related Shared Transferor Principal Collections for any Due Period, such Shared Transferor Principal Collections will be allocated pro rata among each such Series which in accordance with the Indenture Supplement for such Series; provided, however, the sharing of Shared Transferor Principal Collections among Series will commence only upon the delivery by the Transferor to the Indenture Trustee of an Officer's Certificate to the affect that, in the reasonable judgment of the Transferor, the sharing of Shared Transferor Principal Collections would not have adverse regulatory implications with respect to the Transferor or any Affiliate thereof and such sharing will continue only until such time, if any, at which the Transferor shall deliver to the Indenture Trustee an Officer's Certificate to the effect that, in the reasonable belief of the Transferor, the continued sharing of Shared Transferor Principal Collections among Series would have adverse regulatory implications with respect to the Transferor or any Affiliate thereof. Following the delivery by the Transferor of such an Officer's Certificate to the Indenture Trustee, there will not be any further sharing of Shared Transferor Principal Collections among Series.

Shared Principal Collections and Shared Transferor Principal Collections. (a) On each Distribution DateSubject to Section 8.05 of the Indenture, (a) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series within a particular Principal Sharing Group, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such the Series and (b) the Servicer shall withdraw from the Collection Account and pay in Group One for any Distribution Date will be allocated to the Owner Trustee for distribution to the holders of the Transferor Certificates Series 2000-_ in accordance with the Trust Agreement an amount equal to the product of (x) the aggregate amount of Shared Principal Collections with respect to all Principal Sharing Series in Group One for such Distribution Date and (y) a fraction, the numerator of which is the Series 2000-_ Principal Shortfall for such Distribution Date and the denominator of which is the aggregate amount of Principal Shortfalls for all the Series which are Principal Sharing Series in Group One for such Distribution Date. The "SERIES 2000-_ PRINCIPAL SHORTFALL" will be equal to (a) for any Distribution Date with respect to the Revolving Period, zero, (b) for any Distribution Date with respect to the Controlled Accumulation Period, the excess, if any, of (x) the aggregate Controlled Deposit Amount with respect to such Distribution Date over the amount for all outstanding Series in such of Available Principal Sharing Group of Collections of Principal Receivables which the related Indenture Supplements specify are to be treated as "Shared Principal Collections" (including the net proceeds from any New Issuance as provided in Section 2.12(e)) for such Distribution Date (excluding any portion thereof attributable to Shared Principal Collections or Shared Transferor Principal Collections), and (c) for any Distribution Date with respect to the Early Amortization Period, the excess, if any, of the Adjusted Invested Amount over (y) the aggregate amount of Available Principal Collections for all outstanding Series in such Principal Sharing Group which the related Indenture Supplements specify are "Principal Shortfalls" for such Series and for such Distribution Date; provided, however, that if the Transferor Amount for the related Pool as of such Distribution Date (determined after giving effect excluding any portion thereof attributable to the Principal Receivables transferred to and in the Trust on such date) is less than the Required Transferor Amount, the Servicer will not distribute to the Owner Trustee for distribution to the holders of the Transferor Certificates in accordance with the Trust Agreement any such amounts that otherwise would be distributed to the Owner Trustee for distribution to the holders of the Transferor Certificates in accordance with the Trust Agreement, but shall deposit such funds in the Special Funding Account with respect to such Pool. The Transferor may, at its option, instruct the Indenture Trustee to deposit Shared Principal Collections which are otherwise payable to the Owner Trustee for distribution to the holders of the or Shared Transferor Certificates in accordance with the Trust Agreement pursuant to the provisions set forth above into such Special Funding AccountPrincipal Collections). (b) The Servicer will determine the amount of Collections of Principal Receivables for any Due Period allocated Subject to the Holders Section 8.08 of the Transferor Certificates with respect to any Pool but not due to the Holder of any Supplemental Certificate and other amounts payable to the Transferor with respect to Collections of Principal Receivables with respect to such PoolIndenture, regardless of whether such Collections were initially allocated to the Transferor or any Series ("Shared Transferor Principal Collections"). The Servicer will allocate the Shared Transferor Principal Collections for any Distribution Date will be allocated to cover any Series 2000-_ in an amount equal to the product of (x) Shared Transferor Principal Collections and (y) a fraction, the numerator of which is the Series 2000-_ Principal Shortfall and the denominator of which is the aggregate amount of Principal Shortfalls for Series with respect to such Pool that have not been covered out of the Shared Principal Collections allocated to each such Series that has been designated (as defined in the applicable related Indenture Supplement as being Supplements) for all Series entitled to receive Shared Transferor Principal CollectionsCollections for such Distribution Date, and the remaining Shared Transferor Principal Collections will be paid to the Holders of the Transferor Certificates. If Principal Shortfalls remaining in each case after the application of applying Shared Principal Collections exceed related Shared Transferor Principal Collections for any Due Period, such Shared Transferor Principal Collections will be allocated pro rata among each such Series which in accordance with the Indenture Supplement for such Series; provided, however, the sharing of Shared Transferor Principal Collections among Series will commence only upon the delivery by the Transferor to the Indenture Trustee of an Officer's Certificate to the affect that, in the reasonable judgment of the Transferor, the sharing of Shared Transferor Principal Collections would not have adverse regulatory implications with respect to the Transferor or any Affiliate thereof and such sharing will continue only until such timeCollections, if any, at which the Transferor shall deliver to the Indenture Trustee an Officer's Certificate to the effect that, in the reasonable belief of the Transferor, the continued sharing of Shared Transferor Principal Collections among each such Series would have adverse regulatory implications with respect to the Transferor or any Affiliate thereof. Following the delivery by the Transferor of such an Officer's Certificate to the Indenture Trustee, there will not be any further sharing of Shared Transferor Principal Collections among Series(including Series 2000-_).

Shared Principal Collections and Shared Transferor Principal Collections. (a) On each Distribution DateSubject to subsection 4.04(a) of the Agreement, (a) the Servicer shall allocate Shared Principal Collections (as described below) for any Distribution Date will be allocated to each Principal Sharing Series within a particular Principal Sharing Group, pro rata, [__________] in proportion to the Principal Shortfalls, if any, with respect to each such Series and (b) the Servicer shall withdraw from the Collection Account and pay to the Owner Trustee for distribution to the holders of the Transferor Certificates in accordance with the Trust Agreement an amount equal to the product of (x) the aggregate amount of Shared Principal Collections with respect to all Principal Sharing Series for such Distribution Date and (y) a fraction, the numerator of which is the Principal Shortfall for Series [__________] for such Distribution Date and the denominator of which is the aggregate amount of Principal Shortfalls for all the Series that are Principal Sharing Series for such Distribution Date. The "Principal Shortfall" for Series [__________] shall be equal to (a) for any Distribution Date with respect to the Revolving Period, zero, (b) for any Distribution Date with respect to the Controlled Accumulation Period (on or prior to the Class B Expected Final Distribution Date), the excess, if any, of (x) the aggregate Controlled Deposit Amount with respect to such Distribution Date over the amount for all outstanding Series in such of Available Investor Principal Sharing Group of Collections of Principal Receivables which the related Indenture Supplements specify are to be treated as "Shared Principal Collections" (including the net proceeds from any New Issuance as provided in Section 2.12(e)) for such Distribution Date over (yexcluding any portion thereof attributable to Shared Principal Collections [or Shared Transferor Principal Collections]) and (c) for each Distribution Date with respect to the aggregate amount for all outstanding Series in such Principal Sharing Group which Rapid Amortization Period or the related Indenture Supplements specify are "Principal Shortfalls" for such Series and for such Controlled Accumulation Period after the Class B Expected Final Distribution Date; provided, howeverthe excess, that if any, of the Transferor Invested Amount over the amount of Available Investor Principal Collections for the related Pool as of such Distribution Date (determined after giving effect excluding any portion thereof attributable to the Principal Receivables transferred to and in the Trust on such date) is less than the Required Transferor Amount, the Servicer will not distribute to the Owner Trustee for distribution to the holders of the Transferor Certificates in accordance with the Trust Agreement any such amounts that otherwise would be distributed to the Owner Trustee for distribution to the holders of the Transferor Certificates in accordance with the Trust Agreement, but shall deposit such funds in the Special Funding Account with respect to such Pool. The Transferor may, at its option, instruct the Indenture Trustee to deposit Shared Principal Collections which are otherwise payable to the Owner Trustee for distribution to the holders of the Transferor Certificates in accordance with the Trust Agreement pursuant to the provisions set forth above into such Special Funding Account. (b) The Servicer will determine the amount of Collections of Principal Receivables for any Due Period allocated to the Holders of the Transferor Certificates with respect to any Pool but not due to the Holder of any Supplemental Certificate and other amounts payable to the Transferor with respect to Collections of Principal Receivables with respect to such Pool, regardless of whether such Collections were initially allocated to the Transferor [or any Series ("Shared Transferor Principal Collections"]). The Servicer will allocate [(b) Subject to subsection 4.04(d) of the Agreement, Shared Transferor Principal Collections for any Distribution Date will be allocated to cover any Series [__________] in an amount equal to the product of (x) Shared Transferor Principal Collections and (y) a fraction, the numerator of which is the Principal Shortfall for Series [__________] and the denominator of which is the aggregate amount of Principal Shortfalls for Series with respect to such Pool that have not been covered out of the Shared Principal Collections allocated to each such Series that has been designated (as defined in the applicable Indenture Supplement as being related Supplements) for all Series entitled to receive Shared Transferor Principal CollectionsCollections for such Distribution Date, and the remaining Shared Transferor Principal Collections will be paid to the Holders of the Transferor Certificates. If Principal Shortfalls remaining in each case after the application of applying Shared Principal Collections exceed related Shared Transferor Principal Collections for any Due Period, such Shared Transferor Principal Collections will be allocated pro rata among each such Series which in accordance with the Indenture Supplement for such Series; provided, however, the sharing of Shared Transferor Principal Collections among Series will commence only upon the delivery by the Transferor to the Indenture Trustee of an Officer's Certificate to the affect that, in the reasonable judgment of the Transferor, the sharing of Shared Transferor Principal Collections would not have adverse regulatory implications with respect to the Transferor or any Affiliate thereof and such sharing will continue only until such timeCollections, if any, at which the Transferor shall deliver to the Indenture Trustee an Officer's Certificate to the effect that, in the reasonable belief of the Transferor, the continued sharing of Shared Transferor Principal Collections among each such Series would have adverse regulatory implications with respect to the Transferor or any Affiliate thereof. Following the delivery by the Transferor of such an Officer's Certificate to the Indenture Trustee, there will not be any further sharing of Shared Transferor Principal Collections among Series(including Series [__________]).]

Shared Principal Collections and Shared Transferor Principal Collections. (a) On each Distribution Payment Date, (a) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series within a particular Principal Sharing Group, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series and (b) the Servicer shall withdraw from the Collection Account and pay to the Owner Trustee Trust for distribution to the holders of the Transferor Certificates Transferors' Interest in accordance with the Trust Agreement an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series in such Principal Sharing Group of Collections of Principal Receivables which the related Indenture Supplements specify are to be treated as "Shared Principal Collections" (including the net proceeds from any New Issuance as provided in Section 2.12(e)) for such Distribution Payment Date over (y) the aggregate amount for all outstanding Series in such Principal Sharing Group which the related Indenture Supplements specify are "Principal Shortfalls" for such Series and for such Distribution Payment Date; provided, however, that if the Transferor Amount for the related Pool as of such Distribution Payment Date (determined after giving effect to the Principal Receivables or Participation Interests transferred to and in the Trust on such date) is less than the Required Transferor Amount, the Servicer will not distribute to the Owner Trustee Trust for distribution to the holders of the Transferor Certificates Transferors' Interest in accordance with the Trust Agreement any such amounts that otherwise would be distributed to the Owner Trustee Trust for distribution to the holders of the Transferor Certificates Transferors' Interest in accordance with the Trust Agreement, but shall deposit such funds in the Special Funding Account with respect to such Pool. The Transferor Trust may, at its option, instruct the Indenture Trustee to deposit Shared Principal Collections which are otherwise payable to the Owner Trustee Trust for distribution to the holders of the Transferor Certificates Transferors' Interest in accordance with the Trust Agreement pursuant to the provisions set forth above into such Special Funding Account. (b) The Servicer will determine the amount of Collections of Principal Receivables for any Due Monthly Period allocated to the Holders of the Transferor Certificates Transferors' Interest with respect to any Pool but not due to the Holder of any Supplemental Certificate or interest and other amounts payable to the Transferor Trust with respect to Collections of Principal Receivables with respect to such Pool, regardless of whether such Collections were initially allocated to the Transferor Transferors' Interest or any Series ("Shared Transferor Principal Collections"). The Servicer will allocate the Shared Transferor Principal Collections to cover any Principal Shortfalls for Series with respect to such Pool that have not been covered out of the Shared Principal Collections allocated to each such Series that has been designated in the applicable Indenture Supplement as being entitled to receive Shared Transferor Principal Collections, and the remaining Shared Transferor Principal Collections will be paid to the Holders of Trust to be distributed under the Transferor CertificatesTrust Agreement. If Principal Shortfalls remaining after the application of Shared Principal Collections exceed related Shared Transferor Principal Collections for any Due Monthly Period, such Shared Transferor Principal Collections will be allocated pro rata among each such Series which in accordance with the Indenture Supplement for such Series; provided, however, the sharing of Shared Transferor Principal Collections among Series will commence only upon the delivery by the each Transferor to the Indenture Trustee of an Officer's Certificate to the affect that, in the reasonable judgment of the such Transferor, the sharing of Shared Transferor Principal Collections would not have adverse regulatory implications with respect to the such Transferor or any Affiliate thereof and such sharing will continue only until such time, if any, at which the each Transferor shall deliver to the Indenture Trustee an Officer's Certificate to the effect that, in the reasonable belief of the such Transferor, the continued sharing of Shared Transferor Principal Collections among Series would have adverse regulatory implications with respect to the such Transferor or any Affiliate thereof. Following the delivery by the each Transferor of such an Officer's Certificate to the Indenture Trustee, there will not be any further sharing of Shared Transferor Principal Collections among Series.

Shared Principal Collections and Shared Transferor Principal Collections. (a) On each Distribution Date, (a) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series within a particular Principal Sharing GroupSeries, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series and (b) the Servicer shall withdraw from the Collection Account and pay to the Owner Trustee for distribution to the holders Holders of the Transferor Certificates in accordance with the Trust Agreement an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series in such Principal Sharing Group of Collections of Principal Receivables which the related Indenture Supplements specify are to be treated as "Shared Principal CollectionsSHARED PRINCIPAL COLLECTIONS" (including the net proceeds from any New Issuance as provided in Section 2.12(e)) for such Distribution Date over (y) the aggregate amount for all outstanding Series in such Principal Sharing Group which the related Indenture Supplements specify are "Principal ShortfallsPRINCIPAL SHORTFALLS" for such Series and for such Distribution Date; provided, however, that if the Transferor Amount for the related Pool Interest as of such Distribution Date (determined after giving effect to the Principal Receivables or Participation Interests transferred to and in the Trust on such date) is less than the Required Transferor AmountInterest, the Servicer will not distribute to the Owner Trustee for distribution to the holders Holders of the Transferor Certificates in accordance with the Trust Agreement any such amounts that otherwise would be distributed to the Owner Trustee for distribution to the holders Holders of the Transferor Certificates in accordance with the Trust AgreementCertificates, but shall deposit such funds in the Special Funding Account with respect to such PoolAccount. The Transferor may, at its option, instruct the Indenture Trustee to deposit Shared Principal Collections which are otherwise payable to the Owner Trustee for distribution to the holders Holders of the Transferor Certificates in accordance with the Trust Agreement pursuant to the provisions set forth above into such the Special Funding Account. Notwithstanding the foregoing, a Group of Series may specify in their related Indenture Supplements that Shared Principal Collections from such Series shall be allocated as provided above but only among the Series in such Group. (b) The Servicer will determine the amount of Collections of Principal Receivables for any Due Monthly Period allocated to the Holders of the Transferor Certificates with respect to any Pool but not due to any Participant in the Transferor Certificates or the Holder of any Supplemental Certificate and other amounts payable to the Transferor with respect to Collections of Principal Receivables with respect to such PoolReceivables, regardless of whether such Collections were initially allocated to the Transferor or any Series ("Shared Transferor Principal CollectionsSHARED TRANSFEROR PRINCIPAL COLLECTIONS"). The Servicer will allocate the Shared Transferor Principal Collections to cover any Principal Shortfalls for Series with respect to such Pool that have not been covered out of the Shared Principal Collections allocated to each such Series that has been designated in the applicable Indenture Supplement as being entitled to receive Shared Transferor Principal Collections, and the remaining Shared Transferor Principal Collections Collections, if any, will be paid to the Holders of the Transferor Certificates. If Principal Shortfalls remaining after the application of Shared Principal Collections exceed related Shared Transferor Principal Collections for any Due Monthly Period, such Shared Transferor Principal Collections will be allocated pro rata among each such Series which in accordance with the Indenture Supplement for such Series; provided, however, the sharing of Series is designated as being entitled to received Shared Transferor Principal Collections among Series will commence only upon the delivery by the Transferor to the Indenture Trustee of an Officer's Certificate to the affect that, in the reasonable judgment of the Transferor, the sharing of Shared Transferor Principal Collections would not have adverse regulatory implications with respect to the Transferor or any Affiliate thereof and such sharing will continue only until such time, if any, at which the Transferor shall deliver to the Indenture Trustee an Officer's Certificate to the effect that, in the reasonable belief of the Transferor, the continued sharing of Shared Transferor Principal Collections among Series would have adverse regulatory implications with respect to the Transferor or any Affiliate thereof. Following the delivery by the Transferor of such an Officer's Certificate to the Indenture Trustee, there will not be any further sharing of Shared Transferor Principal Collections among SeriesCollections.

Shared Principal Collections and Shared Transferor Principal Collections. (a) On each Distribution Date, (a) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series within a particular Principal Sharing Group, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series and (b) the Servicer shall withdraw from the Collection Account and pay to the Owner Trustee for distribution to the holders of the Transferor Certificates in accordance with the Trust Agreement an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series in such Principal Sharing Group of Collections of Principal Receivables which the related Indenture Supplements specify are to be treated as "Shared Principal CollectionsSHARED PRINCIPAL COLLECTIONS" (including the net proceeds from any New Issuance as provided in Section 2.12(e)) for such Distribution Date over (y) the aggregate amount for all outstanding Series in such Principal Sharing Group which the related Indenture Supplements specify are "Principal ShortfallsPRINCIPAL SHORTFALLS" for such Series and for such Distribution Date; provided, however, that if the Transferor Amount for the related Pool as of such Distribution Date (determined after giving effect to the Principal Receivables transferred to and in the Trust on such date) is less than the Required Transferor Amount, the Servicer will not distribute to the Owner Trustee for distribution to the holders of the Transferor Certificates in accordance with the Trust Agreement any such amounts that otherwise would be distributed to the Owner Trustee for distribution to the holders of the Transferor Certificates in accordance with the Trust Agreement, but shall deposit such funds in the Special Funding Account with respect to such Pool. The Transferor may, at its option, instruct the Indenture Trustee to deposit Shared Principal Collections which are otherwise payable to the Owner Trustee for distribution to the holders of the Transferor Certificates in accordance with the Trust Agreement pursuant to the provisions set forth above into such Special Funding Account. (b) The Servicer will determine the amount of Collections of Principal Receivables for any Due Period allocated to the Holders of the Transferor Certificates with respect to any Pool but not due to the Holder of any Supplemental Certificate and other amounts payable to the Transferor with respect to Collections of Principal Receivables with respect to such Pool, regardless of whether such Collections were initially allocated to the Transferor or any Series ("Shared Transferor Principal Collections"). The Servicer will allocate the Shared Transferor Principal Collections to cover any Principal Shortfalls for Series with respect to such Pool that have not been covered out of the Shared Principal Collections allocated to each such Series that has been designated in the applicable Indenture Supplement as being entitled to receive Shared Transferor Principal Collections, and the remaining Shared Transferor Principal Collections will be paid to the Holders of the Transferor Certificates. If Principal Shortfalls remaining after the application of Shared Principal Collections exceed related Shared Transferor Principal Collections for any Due Period, such Shared Transferor Principal Collections will be allocated pro rata among each such Series which in accordance with the Indenture Supplement for such Series; provided, however, the sharing of Shared Transferor Principal Collections among Series will commence only upon the delivery by the Transferor to the Indenture Trustee of an Officer's Certificate to the affect that, in the reasonable judgment of the Transferor, the sharing of Shared Transferor Principal Collections would not have adverse regulatory implications with respect to the Transferor or any Affiliate thereof and such sharing will continue only until such time, if any, at which the Transferor shall deliver to the Indenture Trustee an Officer's Certificate to the effect that, in the reasonable belief of the Transferor, the continued sharing of Shared Transferor Principal Collections among Series would have adverse regulatory implications with respect to the Transferor or any Affiliate thereof. Following the delivery by the Transferor of such an Officer's Certificate to the Indenture Trustee, there will not be any further sharing of Shared Transferor Principal Collections among Series.and

Shared Principal Collections and Shared Transferor Principal Collections. (a) On each Distribution DateSubject to subsection 4.04(a) of the Agreement, (a) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series within a particular Principal Sharing Group, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such the Series and (b) the Servicer shall withdraw from the Collection Account and pay in Group One for any Distribution Date will be allocated to the Owner Trustee for distribution to the holders of the Transferor Certificates Series 1998-1 in accordance with the Trust Agreement an amount equal to the product of (x) the aggregate amount of Shared Principal Collections with respect to all Principal Sharing Series in Group One for such Distribution Date and (y) a fraction, the numerator of which is the Principal Shortfall for Series 1998-1 for such Distribution Date and the denominator of which is the aggregate amount of Principal Shortfalls for all the Series in Group One that are Principal Sharing Series for such Distribution Date. The "Principal Shortfall" for Series 1998-1 shall be equal to (a) for any Distribution Date with respect to the Revolving Period, zero, (b) for any Distribution Date with respect to the Controlled Accumulation Period (on or prior to the Class B Expected Final Distribution Date), the excess, if any, of (x) the aggregate Controlled Deposit Amount with respect to such Distribution Date over the amount for all outstanding Series in such of Available Investor Principal Sharing Group of Collections of Principal Receivables which the related Indenture Supplements specify are to be treated as "Shared Principal Collections" (including the net proceeds from any New Issuance as provided in Section 2.12(e)) for such Distribution Date over (yexcluding any portion thereof attributable to Shared Principal Collections or Shared Transferor Principal Collections) and (c) for each Distribution Date with respect to the aggregate amount for all outstanding Series in such Principal Sharing Group which Rapid Amortization Period or the related Indenture Supplements specify are "Principal Shortfalls" for such Series and for such Controlled Accumulation Period after the Class B Expected Final Distribution Date; provided, howeverthe excess, that if any, of the Transferor Invested Amount over the amount of Available Investor Principal Collections for the related Pool as of such Distribution Date (determined after giving effect excluding any portion thereof attributable to the Principal Receivables transferred to and in the Trust on such date) is less than the Required Transferor Amount, the Servicer will not distribute to the Owner Trustee for distribution to the holders of the Transferor Certificates in accordance with the Trust Agreement any such amounts that otherwise would be distributed to the Owner Trustee for distribution to the holders of the Transferor Certificates in accordance with the Trust Agreement, but shall deposit such funds in the Special Funding Account with respect to such Pool. The Transferor may, at its option, instruct the Indenture Trustee to deposit Shared Principal Collections which are otherwise payable to the Owner Trustee for distribution to the holders of the or Shared Transferor Certificates in accordance with the Trust Agreement pursuant to the provisions set forth above into such Special Funding AccountPrincipal Collections). (b) The Servicer will determine the amount of Collections of Principal Receivables for any Due Period allocated Subject to the Holders subsection 4.04(d) of the Transferor Certificates with respect to any Pool but not due to the Holder of any Supplemental Certificate and other amounts payable to the Transferor with respect to Collections of Principal Receivables with respect to such PoolAgreement, regardless of whether such Collections were initially allocated to the Transferor or any Series ("Shared Transferor Principal Collections"). The Servicer will allocate the Shared Transferor Principal Collections for any Distribution Date will be allocated to cover any Series 1998-1 in an amount equal to the product of (x) Shared Transferor Principal Collections and (y) a fraction, the numerator of which is the Principal Shortfall for Series 1998-1 and the denominator of which is the aggregate amount of Principal Shortfalls for Series with respect to such Pool that have not been covered out of the Shared Principal Collections allocated to each such Series that has been designated (as defined in the applicable Indenture Supplement as being related Supplements) for all Series entitled to receive Shared Transferor Principal CollectionsCollections for such Distribution Date, and the remaining Shared Transferor Principal Collections will be paid to the Holders of the Transferor Certificates. If Principal Shortfalls remaining in each case after the application of applying Shared Principal Collections exceed related Shared Transferor Principal Collections for any Due Period, such Shared Transferor Principal Collections will be allocated pro rata among each such Series which in accordance with the Indenture Supplement for such Series; provided, however, the sharing of Shared Transferor Principal Collections among Series will commence only upon the delivery by the Transferor to the Indenture Trustee of an Officer's Certificate to the affect that, in the reasonable judgment of the Transferor, the sharing of Shared Transferor Principal Collections would not have adverse regulatory implications with respect to the Transferor or any Affiliate thereof and such sharing will continue only until such timeCollections, if any, at which the Transferor shall deliver to the Indenture Trustee an Officer's Certificate to the effect that, in the reasonable belief of the Transferor, the continued sharing of Shared Transferor Principal Collections among each such Series would have adverse regulatory implications with respect to the Transferor or any Affiliate thereof. Following the delivery by the Transferor of such an Officer's Certificate to the Indenture Trustee, there will not be any further sharing of Shared Transferor Principal Collections among Series(including Series 1998-1).