Common use of Shared Principal Collections Clause in Contracts

Shared Principal Collections. On each Distribution Date, (a) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series pro rata, in proportion to the Principal Shortfalls, if any, with respect to such Series, and (b) the Servicer shall withdraw from the Collection Account and pay to the Holders of the Transferor Certificates (i) an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Supplements specify are to be treated as “Shared Principal Collections” for such Distribution Date over (y) the aggregate amount for all outstanding Series which the related Supplements specify are “Principal Shortfalls” for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Date; provided, however, that, in the case of clauses (i) and (ii), if the Transferor Amount as of such Distribution Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) is less than the Required Transferor Amount, the Servicer will not distribute to the Holders of the Transferor Certificates any such amounts that otherwise would be distributed to the Holders of the Transferor Certificates, but shall deposit such funds in the Special Funding Account. The Transferors may, at their option, instruct the Trustee to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Funding Account.

Shared Principal Collections. On each Distribution Date, (a) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series pro rata, in proportion to the Principal Shortfalls, if any, with respect to such Series, and (b) the Servicer shall withdraw from the Collection Account and pay to the Holders of the Transferor Certificates (i) an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Supplements specify are to be treated as “"Shared Principal Collections” " for such Distribution Date over (y) the aggregate amount for all outstanding Series which the related Supplements specify are “"Principal Shortfalls” " for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Date; provided, however, that, in the case of clauses (i) and (ii), if the Transferor Amount as of such Distribution Date (determined after giving effect to the Trust’s 's percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) is less than the Required Transferor Amount, the Servicer will not distribute to the Holders of the Transferor Certificates any such amounts that otherwise would be distributed to the Holders of the Transferor Certificates, but shall deposit such funds in the Special Funding Account. The Transferors may, at their option, instruct the Trustee to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Funding Account.

Shared Principal Collections. On each Distribution Transfer Date, (a) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series Series, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series, Series and (b) the Servicer shall withdraw (or shall instruct the Trustee to withdraw) from the Collection Principal Account and pay to the Holders of the Transferor Certificates (i) an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Supplements or this Agreement specify are to be treated as “Shared Principal Collections” for such Distribution Transfer Date over (y) the aggregate amount for all outstanding Principal Sharing Series which the related Supplements specify are “Principal Shortfalls” for such Series Transfer Date; provided, that such amounts shall be paid to the Holder of the Transferor Certificate only if (i) the Transferor Interest on such Transfer Date exceeds the Minimum Transferor Interest and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Date; provided, however, that, Receivables in the case of clauses Trust on such Transfer Date exceed the Minimum Aggregate Principal Receivables (i) and (ii)in each case, if the Transferor Amount as of such Distribution Date (determined after giving effect to the Trust’s percentage inclusion in the Trust of any all Receivables created on or prior to such Transfer Date and the application of payments to be made on the immediately following Distribution Date) and if (i) the Transferor Interest does not exceed the Minimum Transferor Interest or (ii) the aggregate Principal Receivables or Participation Interests transferred to in the Trust on do not exceed the Minimum Aggregate Principal Receivables, then such date) is less than the Required Transferor Amount, the Servicer will not distribute to the Holders of the Transferor Certificates any such amounts that otherwise would be distributed to the Holders of the Transferor Certificates, but shall deposit such funds in the Special Funding Account. The Transferors may, at their option, instruct the Trustee to deposit remaining Shared Principal Collections which are otherwise payable shall be deposited in the Excess Funding Account to the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Funding Accountbe held and/or distributed as provided in subsection 4.02(f).

Shared Principal Collections. On each Distribution Date, (a) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series Series, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series, Series and (b) the Servicer shall withdraw from the Collection Account and pay to the Holders of the Transferor Certificates (i) an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Supplements specify are to be treated as “"Shared Principal Collections” " for such Distribution Date over (y) the aggregate amount for all outstanding Series which the related Supplements specify are “"Principal Shortfalls” " for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Date; provided, however, that, in the case of clauses (i) and (ii), that if the Transferor Amount as of such Distribution Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) is less than the Required Transferor Amount, the Servicer will not distribute to the Holders of the Transferor Certificates any such amounts that otherwise would be distributed to the Holders of the Transferor Certificates, but shall deposit such funds in the Special Funding Account. The Transferors Transferor may, at their its option, instruct the Trustee to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Funding Account.

Shared Principal Collections. On each Distribution Date, (a) the Servicer shall allocate The portion of Shared Principal Collections (as described below) to each on deposit in the Principal Sharing Series pro rata, in proportion Account equal to the amount of Shared Principal ShortfallsCollections allocable to Series 1999-D on any Transfer Date shall be applied as an Available Investor Principal Collection pursuant to Section 4.09 and pursuant to such Section 4.09 shall be deposited in the Distribution Account or distributed to the Collateral Interest Holder in accordance with subsection 5.01(c). (b) Shared Principal Collections allocable to Series 1999-D with respect to any Transfer Date shall mean an amount equal to the Series Principal Shortfall, if any, with respect to such Series, and (b) the Servicer shall withdraw from the Collection Account and pay to the Holders of the Transferor Certificates (i) an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Supplements specify are to be treated as “Shared Principal Collections” 1999-D for such Distribution Date over (y) the aggregate amount for all outstanding Series which the related Supplements specify are “Principal Shortfalls” for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Transfer Date; provided, however, that, in the case of clauses (i) and (ii), that if the Transferor Amount as aggregate amount of Shared Principal Collections for all Series for such Distribution Transfer Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) is less than the Required Transferor AmountCumulative Series Principal Shortfall for such Transfer Date, then Shared Principal Collections allocable to Series 1999-D on such Transfer Date shall equal the product of (i) Shared Principal Collections for all Series for such Transfer Date and (ii) a fraction, the numerator of which is the Series Principal Shortfall with respect to Series 1999-D for such Transfer Date and the denominator of which is the aggregate amount of Cumulative Series Principal Shortfall for all Series for such Transfer Date. (c) Solely for the purpose of determining the amount of Available Investor Principal Collections to be treated as Shared Principal Collections on any Transfer Date allocable to other Series in Group One, on each Determination Date, the Servicer will not distribute to shall determine the Holders of the Transferor Certificates any such amounts that otherwise would be distributed to the Holders of the Transferor CertificatesClass A Required Amount, but shall deposit such funds in the Special Funding Account. The Transferors mayClass B Required Amount, at their option, instruct the Trustee to deposit Shared Excess Spread and Reallocated Principal Collections which are otherwise payable to as of such Determination Date for the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Funding Account.following Transfer Date. SECTION 4.14

Shared Principal Collections. On each Distribution Date, (a) the Servicer shall allocate The portion of Shared Principal Collections (as described below) to each on deposit in the Principal Sharing Series pro rata, in proportion Account equal to the amount of Shared Principal ShortfallsCollections allocable to Series 1999-E on any Transfer Date shall be applied as an Available Investor Principal Collection pursuant to Section 4.09 and pursuant to such Section 4.09 shall be deposited in the Distribution Account or distributed to the Collateral Interest Holder in accordance with subsection 5.01(c). (b) Shared Principal Collections allocable to Series 1999-E with respect to any Transfer Date shall mean an amount equal to the Series Principal Shortfall, if any, with respect to such Series, and (b) the Servicer shall withdraw from the Collection Account and pay to the Holders of the Transferor Certificates (i) an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Supplements specify are to be treated as “Shared Principal Collections” 1999-E for such Distribution Date over (y) the aggregate amount for all outstanding Series which the related Supplements specify are “Principal Shortfalls” for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Transfer Date; provided, however, that, in the case of clauses (i) and (ii), that if the Transferor Amount as aggregate amount of Shared Principal Collections for all Series for such Distribution Transfer Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) is less than the Required Transferor AmountCumulative Series Principal Shortfall for such Transfer Date, then Shared Principal Collections allocable to Series 1999-E on such Transfer Date shall equal the product of (i) Shared Principal Collections for all Series for such Transfer Date and (ii) a fraction, the numerator of which is the Series Principal Shortfall with respect to Series 1999-E for such Transfer Date and the denominator of which is the aggregate amount of Cumulative Series Principal Shortfall for all Series for such Transfer Date. (c) Solely for the purpose of determining the amount of Available Investor Principal Collections to be treated as Shared Principal Collections on any Transfer Date allocable to other Series in Group One, on each Determination Date, the Servicer will not distribute to shall determine the Holders of the Transferor Certificates any such amounts that otherwise would be distributed to the Holders of the Transferor CertificatesClass A Required Amount, but shall deposit such funds in the Special Funding Account. The Transferors mayClass B Required Amount, at their option, instruct the Trustee to deposit Shared Excess Spread and Reallocated Principal Collections which are otherwise payable to as of such Determination Date for the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Funding Account.following Transfer Date. SECTION 4.14

Shared Principal Collections. On each Distribution Date, (aoo) the Servicer shall allocate The portion of Shared Principal Collections (as described below) to each on deposit in the Principal Sharing Series pro rata, in proportion Account equal to the amount of Shared Principal ShortfallsCollections allocable to Series 1997-C on any Transfer Date shall be applied as an Available Investor Principal Collection pursuant to Section 4.09 and pursuant to such Section 4.09 shall be deposited in the Distribution Account or distributed in accordance with the Loan Agreement. (pp) Shared Principal Collections allocable to Series 1997-C with respect to any Transfer Date shall mean an amount equal to the Series Principal Shortfall, if any, with respect to such Series, and (b) the Servicer shall withdraw from the Collection Account and pay to the Holders of the Transferor Certificates (i) an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Supplements specify are to be treated as “Shared Principal Collections” 1997-C for such Distribution Date over (y) the aggregate amount for all outstanding Series which the related Supplements specify are “Principal Shortfalls” for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Transfer Date; provided, however, that, in the case of clauses (i) and (ii), that if the Transferor Amount as aggregate amount of Shared Principal Collections for all Series for such Distribution Transfer Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) is less than the Required Transferor AmountCumulative Series Principal Shortfall for such Transfer Date, then Shared Principal Collections allocable to Series 1997-C on such Transfer Date shall equal the product of (i) Shared Principal Collections for all Series for such Transfer Date and (ii) a fraction, the numerator of which is the Series Principal Shortfall with respect to Series 1997-C for such Transfer Date and the denominator of which is the aggregate amount of Cumulative Series Principal Shortfall for all Series for such Transfer Date. (qq) Solely for the purpose of determining the amount of Available Investor Principal Collections to be treated as Shared Principal Collections on any Transfer Date allocable to other Series in Group One, on each Determination Date, the Servicer will not distribute to shall determine the Holders of the Transferor Certificates any such amounts that otherwise would be distributed to the Holders of the Transferor CertificatesClass A Required Amount, but shall deposit such funds in the Special Funding Account. The Transferors mayClass B Required Amount, at their option, instruct the Trustee to deposit Shared Excess Spread and Reallocated Principal Collections which are otherwise payable to as of such Determination Date for the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Funding Accountfollowing Transfer Date.

Shared Principal Collections. On each Distribution Date, (a) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series Series, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series, Series and (b) the Servicer shall withdraw from the Collection Account and pay to the Holders of the Transferor Certificates (i) Securities an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Supplements specify are to be treated as “"Shared Principal Collections” " for such Distribution Date over (y) the aggregate amount for all outstanding Series which the related Supplements specify are “"Principal Shortfalls” " for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Date; provided, however, that, in the case of clauses (i) and (ii), that if the Transferor Amount as of such Distribution Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) is less than the Required Transferor Amount, the Servicer will not distribute to the Holders of the Transferor Certificates Securities any such amounts that otherwise would be distributed to the Holders of the Transferor CertificatesSecurities, but shall deposit such funds in the Special Funding Account. The Transferors Transferor may, at their its option, instruct the Trustee to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates Securities pursuant to the provisions set forth above into the Special Funding Account.. Section 4.5

Shared Principal Collections. On each Distribution Date, (aoo) the Servicer shall allocate The portion of Shared Principal Collections (as described below) to each on deposit in the Principal Sharing Series pro rata, in proportion Account equal to the amount of Shared Principal ShortfallsCollections allocable to Series 1996-J on any Transfer Date shall be applied as an Available Investor Principal Collection pursuant to Section 4.09 and pursuant to such Section 4.09 shall be deposited in the Distribution Account or distributed in accordance with the Loan Agreement. (pp) Shared Principal Collections allocable to Series 1996-J with respect to any Transfer Date shall mean an amount equal to the Series Principal Shortfall, if any, with respect to such Series, and (b) the Servicer shall withdraw from the Collection Account and pay to the Holders of the Transferor Certificates (i) an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Supplements specify are to be treated as “Shared Principal Collections” 1996-J for such Distribution Date over (y) the aggregate amount for all outstanding Series which the related Supplements specify are “Principal Shortfalls” for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Transfer Date; provided, however, that, in the case of clauses (i) and (ii), that if the Transferor Amount as aggregate amount of Shared Principal Collections for all Series for such Distribution Transfer Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) is less than the Required Transferor AmountCumulative Series Principal Shortfall for such Transfer Date, then Shared Principal Collections allocable to Series 1996-J on such Transfer Date shall equal the product of (i) Shared Principal Collections for all Series for such Transfer Date and (ii) a fraction, the numerator of which is the Series Principal Shortfall with respect to Series 1996-J for such Transfer Date and the denominator of which is the aggregate amount of Cumulative Series Principal Shortfall for all Series for such Transfer Date. (qq) Solely for the purpose of determining the amount of Available Investor Principal Collections to be treated as Shared Principal Collections on any Transfer Date allocable to other Series in Group One, on each Determination Date, the Servicer will not distribute to shall determine the Holders of the Transferor Certificates any such amounts that otherwise would be distributed to the Holders of the Transferor CertificatesClass A Required Amount, but shall deposit such funds in the Special Funding Account. The Transferors mayClass B Required Amount, at their option, instruct the Trustee to deposit Shared Excess Spread and Reallocated Principal Collections which are otherwise payable to as of such Determination Date for the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Funding Accountfollowing Transfer Date.

Shared Principal Collections. On each Distribution Date, (a) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series Series, pro rata, in proportion to the Principal Shortfalls, if any, with respect to such Series, each Series and (b) the Servicer shall withdraw from the Collection Account and pay to the Holders of the Transferor Certificates (i) Transferors an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Supplements or this Agreement specify are to be treated as “"Shared Principal Collections” " for such Distribution Date over (y) the aggregate amount for all outstanding Series which the related Supplements specify are “"Principal Shortfalls” " for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Date; provided, however, that, in that such amounts shall be paid to the case of clauses (i) and (ii), Transferors only if the Transferor Transferors' Participation Amount as of for such Distribution Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) exceeds zero; and provided, further, that, if, on any Distribution Date, the Transferors' Participation Amount is less than or equal to the Required Transferor AmountTransferors' Participation Amount or the aggregate amount of Principal Receivables is less than or equal to the Required Principal Balance (in each case determined after giving effect to any Principal Receivables transferred to the Trust on such date), the Servicer will not distribute to the Holders of Transferors any Shared Principal Collections or any Transfer Deposit Amounts or Adjustment Payments then on deposit in the Transferor Certificates any such amounts Collection Account that otherwise would be distributed to the Holders of the Transferor CertificatesTransferors, but shall deposit such funds in the Special Funding Account. The Transferors may, at their option, instruct the Trustee to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Funding Account.

Shared Principal Collections. On each Distribution Date, (app) the Servicer shall allocate The portion of Shared Principal Collections (as described below) to each on deposit in the Principal Sharing Series pro rata, in proportion Account equal to the amount of Shared Principal ShortfallsCollections allocable to Series 1996-L on any Transfer Date shall be applied as an Available Investor Principal Collection pursuant to Section 4.09 and pursuant to such Section 4.09 shall be deposited in the Distribution Account or distributed in accordance with the Loan Agreement. (qq) Shared Principal Collections allocable to Series 1996-L with respect to any Transfer Date shall mean an amount equal to the Series Principal Shortfall, if any, with respect to such Series, and (b) the Servicer shall withdraw from the Collection Account and pay to the Holders of the Transferor Certificates (i) an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Supplements specify are to be treated as “Shared Principal Collections” 1996-L for such Distribution Date over (y) the aggregate amount for all outstanding Series which the related Supplements specify are “Principal Shortfalls” for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Transfer Date; provided, however, that, in the case of clauses (i) and (ii), that if the Transferor Amount as aggregate amount of Shared Principal Collections for all Series for such Distribution Transfer Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) is less than the Required Transferor AmountCumulative Series Principal Shortfall for such Transfer Date, then Shared Principal Collections allocable to Series 1996-L on such Transfer Date shall equal the product of (i) Shared Principal Collections for all Series for such Transfer Date and (ii) a fraction, the numerator of which is the Series Principal Shortfall with respect to Series 1996-L for such Transfer Date and the denominator of which is the aggregate amount of Cumulative Series Principal Shortfall for all Series for such Transfer Date. (rr) Solely for the purpose of determining the amount of Available Investor Principal Collections to be treated as Shared Principal Collections on any Transfer Date allocable to other Series in Group One, on each Determination Date, the Servicer will not distribute to shall determine the Holders of the Transferor Certificates any such amounts that otherwise would be distributed to the Holders of the Transferor CertificatesClass A Required Amount, but shall deposit such funds in the Special Funding Account. The Transferors mayClass B Required Amount, at their option, instruct the Trustee to deposit Shared Excess Spread and Reallocated Principal Collections which are otherwise payable to as of such Determination Date for the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Funding Accountfollowing Transfer Date.

Shared Principal Collections. On each Distribution Date, (a) the Servicer shall allocate The portion of Shared Principal Collections (as described below) to each on deposit in the Principal Sharing Series pro rata, in proportion Account equal to the amount of Shared Principal ShortfallsCollections allocable to Series 1999-H on any Transfer Date shall be applied as an Available Investor Principal Collection pursuant to Section 4.09 and pursuant to such Section 4.09 shall be deposited in the Distribution Account or distributed to the Collateral Interest Holder in accordance with subsection 5.01(c). (b) Shared Principal Collections allocable to Series 1999-H with respect to any Transfer Date shall mean an amount equal to the Series Principal Shortfall, if any, with respect to such Series, and (b) the Servicer shall withdraw from the Collection Account and pay to the Holders of the Transferor Certificates (i) an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Supplements specify are to be treated as “Shared Principal Collections” 1999-H for such Distribution Date over (y) the aggregate amount for all outstanding Series which the related Supplements specify are “Principal Shortfalls” for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Transfer Date; provided, however, that, in the case of clauses (i) and (ii), that if the Transferor Amount as aggregate amount of Shared Principal Collections for all Series for such Distribution Transfer Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) is less than the Required Transferor AmountCumulative Series Principal Shortfall for such Transfer Date, then Shared Principal Collections allocable to Series 1999-H on such Transfer Date shall equal the product of (i) Shared Principal Collections for all Series for such Transfer Date and (ii) a fraction, the numerator of which is the Series Principal Shortfall with respect to Series 1999-H for such Transfer Date and the denominator of which is the aggregate amount of Cumulative Series Principal Shortfall for all Series for such Transfer Date. (c) Solely for the purpose of determining the amount of Available Investor Principal Collections to be treated as Shared Principal Collections on any Transfer Date allocable to other Series in Group One, on each Determination Date, the Servicer will not distribute to shall determine the Holders of the Transferor Certificates any such amounts that otherwise would be distributed to the Holders of the Transferor CertificatesClass A Required Amount, but shall deposit such funds in the Special Funding Account. The Transferors mayClass B Required Amount, at their option, instruct the Trustee to deposit Shared Excess Spread and Reallocated Principal Collections which are otherwise payable to as of such Determination Date for the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Funding Account.following Transfer Date. SECTION 4.14

Shared Principal Collections. On each Distribution Date, (a) the Servicer shall allocate Shared Principal Collections (as described defined below) to each Principal Sharing Series Series, pro rata, in proportion to the Principal ShortfallsShortfalls (as defined below), if any, with respect to each such Series, Series and (b) the Servicer shall withdraw from the Collection Account and pay to the Holders of Issuer for application in accordance with the Transferor Certificates (i) Trust Agreement an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Indenture Supplements specify are to be treated as “Shared Principal Collections” "SHARED PRINCIPAL COLLECTIONS" for such Distribution Date over (y) the aggregate amount for all outstanding Series which the related Indenture Supplements specify are “Principal Shortfalls” "PRINCIPAL SHORTFALLS" for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Date; providedPROVIDED, howeverHOWEVER, that, in the case of clauses (i) and (ii), that if the Transferor Amount as of such Distribution Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust Issuer on such date) is less than the Required Transferor Amount, the Servicer will not distribute to the Holders of the Transferor Certificates Issuer any such amounts that otherwise would be distributed to the Holders of the Transferor CertificatesIssuer, but shall deposit such funds in the Special Funding Account. The Transferors Issuer may, at their its option, instruct the Indenture Trustee in writing to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates Issuer pursuant to the provisions set forth above into the Special Funding Account.

Shared Principal Collections. On each Distribution Date, (aoo) the Servicer shall allocate The portion of Shared Principal Collections (as described below) to each on deposit in the Principal Sharing Series pro rata, in proportion Account equal to the amount of Shared Principal ShortfallsCollections allocable to Series 1996-K on any Transfer Date shall be applied as an Available Investor Principal Collection pursuant to Section 4.09 and pursuant to such Section 4.09 shall be deposited in the Distribution Account or distributed in accordance with the Loan Agreement. (pp) Shared Principal Collections allocable to Series 1996-K with respect to any Transfer Date shall mean an amount equal to the Series Principal Shortfall, if any, with respect to such Series, and (b) the Servicer shall withdraw from the Collection Account and pay to the Holders of the Transferor Certificates (i) an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Supplements specify are to be treated as “Shared Principal Collections” 1996-K for such Distribution Date over (y) the aggregate amount for all outstanding Series which the related Supplements specify are “Principal Shortfalls” for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Transfer Date; provided, however, that, in the case of clauses (i) and (ii), that if the Transferor Amount as aggregate amount of Shared Principal Collections for all Series for such Distribution Transfer Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) is less than the Required Transferor AmountCumulative Series Principal Shortfall for such Transfer Date, then Shared Principal Collections allocable to Series 1996-K on such Transfer Date shall equal the product of (i) Shared Principal Collections for all Series for such Transfer Date and (ii) a fraction, the numerator of which is the Series Principal Shortfall with respect to Series 1996-K for such Transfer Date and the denominator of which is the aggregate amount of Cumulative Series Principal Shortfall for all Series for such Transfer Date. (qq) Solely for the purpose of determining the amount of Available Investor Principal Collections to be treated as Shared Principal Collections on any Transfer Date allocable to other Series in Group One, on each Determination Date, the Servicer will not distribute to shall determine the Holders of the Transferor Certificates any such amounts that otherwise would be distributed to the Holders of the Transferor CertificatesClass A Required Amount, but shall deposit such funds in the Special Funding Account. The Transferors mayClass B Required Amount, at their option, instruct the Trustee to deposit Shared Excess Spread and Reallocated Principal Collections which are otherwise payable to as of such Determination Date for the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Funding Accountfollowing Transfer Date.

Shared Principal Collections. On each Distribution Date, (ai) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series in a Group, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series, Series and (bii) the Servicer shall withdraw (or shall instruct the Trustee to withdraw) from the Collection Account or the Excess Funding Account and pay to the Holders Holder of the Exchangeable Transferor Certificates Certificate (iA) an amount equal to the excess, if any, of (x) the aggregate amount of Shared Principal Collections for all outstanding such Series of Collections of Principal Receivables which the related Supplements specify are to be treated as “Shared Principal Collections” for such Distribution Date over (y) the aggregate amount of Principal Shortfalls for all outstanding Series which the related Supplements specify are “Principal Shortfalls” for such Series and for such Distribution Date and, without duplication, and (iiB) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Date; provided, however, that, in that such amounts shall be paid to the case Holder of clauses (i) and (ii), if the Exchangeable Transferor Certificate only to the extent that the Transferor Amount as of for such Distribution Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) exceeds the Minimum Transferor Amount; and, provided further, that, if on any Distribution Date the Transferor Amount is less than or equal to the Required Minimum Transferor Amount, the Servicer will not distribute to the Holders Holder of the Exchangeable Transferor Certificates Certificate any such amounts Shared Principal Collections then on deposit in the Collection Account that otherwise would be distributed to the Holders of the Transferor Certificatessuch Holder, but shall deposit such funds in the Special Funding Account. The Transferors may, at their option, instruct the Trustee to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Excess Funding Account.

Shared Principal Collections. On From and after Certificate Trust Termination Date, on each Distribution Business Day, Shared Principal Collections may, at the option of Transferor, be applied (or held in the Collection Account for later application) as principal with respect to any Variable Interest or, so long as either no Series is in an Amortization Period or no Series that is in an Amortization Period will have a Principal Shortfall on the related Transfer Date (assuming no Early Amortization Event occurs), withdrawn from the Collection Account and paid to Transferor; and on each Transfer Date, (a) the Servicer shall allocate Shared Principal Collections (as described below) not previously so applied or paid to each applicable Principal Sharing Series Series, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series, and any remainder may, at the option of Transferor, be applied as principal with respect to any Variable Interest and (b) the Servicer shall withdraw from the Collection Account and pay to the Holders of the Transferor Certificates (i) an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Supplements specify are to be treated as “any amounts representing Shared Principal Collections” for such Distribution Date over Collections remaining after the allocations and applications referred to in CLAUSE (y) the aggregate amount for all outstanding Series which the related Supplements specify are “Principal Shortfalls” for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Datea); provided, however, PROVIDED that, in the case of clauses (i) and (ii)if, if on any day the Transferor Amount as of such Distribution Date (determined after giving effect to the Trust’s percentage any transfer of any Principal Receivables or Participation Interests transferred to the Trust on such date) day), is less than or equal to the Required Specified Transferor Amount, the Servicer will shall not distribute to the Holders of the Transferor Certificates any such amounts Shared Principal Collections that otherwise would be distributed to the Holders of the Transferor CertificatesTransferor, but shall deposit such funds in the Special Excess Funding AccountAccount to the extent required so that the Transferor Amount equals the Specified Transferor Amount. The Transferors mayNotwithstanding the foregoing, at their optionduring any Amortization Period for any Series (other than a Variable Interest), instruct the Trustee to deposit Transferor may not apply Shared Principal Collections which are otherwise payable as principal with respect to any Variable Interest, unless such application of principal is made on any Transfer Date or related Distribution Date after the Holders application of the Transferor Certificates Shared Principal Collections pursuant to the provisions set forth above into the Special Funding Accountvarious Indenture Supplements.

Shared Principal Collections. On each Distribution Date, (app) the Servicer shall allocate The portion of Shared Principal Collections (as described below) to each on deposit in the Principal Sharing Series pro rata, in proportion Account equal to the amount of Shared Principal ShortfallsCollections allocable to Series 1996-M on any Transfer Date shall be applied as an Available Investor Principal Collection pursuant to Section 4.09 and pursuant to such Section 4.09 shall be deposited in the Distribution Account or distributed in accordance with the Loan Agreement. (qq) Shared Principal Collections allocable to Series 1996-M with respect to any Transfer Date shall mean an amount equal to the Series Principal Shortfall, if any, with respect to such Series, and (b) the Servicer shall withdraw from the Collection Account and pay to the Holders of the Transferor Certificates (i) an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Supplements specify are to be treated as “Shared Principal Collections” 1996-M for such Distribution Date over (y) the aggregate amount for all outstanding Series which the related Supplements specify are “Principal Shortfalls” for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Transfer Date; provided, however, that, in the case of clauses (i) and (ii), that if the Transferor Amount as aggregate amount of Shared Principal Collections for all Series for such Distribution Transfer Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) is less than the Required Transferor AmountCumulative Series Principal Shortfall for such Transfer Date, then Shared Principal Collections allocable to Series 1996-M on such Transfer Date shall equal the product of (i) Shared Principal Collections for all Series for such Transfer Date and (ii) a fraction, the numerator of which is the Series Principal Shortfall with respect to Series 1996-M for such Transfer Date and the denominator of which is the aggregate amount of Cumulative Series Principal Shortfall for all Series for such Transfer Date. (rr) Solely for the purpose of determining the amount of Available Investor Principal Collections to be treated as Shared Principal Collections on any Transfer Date allocable to other Series in Group One, on each Determination Date, the Servicer will not distribute to shall determine the Holders of the Transferor Certificates any such amounts that otherwise would be distributed to the Holders of the Transferor CertificatesClass A Required Amount, but shall deposit such funds in the Special Funding Account. The Transferors mayClass B Required Amount, at their option, instruct the Trustee to deposit Shared Excess Spread and Reallocated Principal Collections which are otherwise payable to as of such Determination Date for the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Funding Accountfollowing Transfer Date.

Shared Principal Collections. On each Distribution Date, (a) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series Series, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series, Series and (b) the Servicer shall withdraw from the Collection Account or the Excess Funding Account and pay to the Holders of the Transferor Certificates (i) Depositor an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables and Miscellaneous Payments which the related Supplements or this Agreement specify are to be treated as “"Shared Principal Collections” " for such Distribution Date over (y) the aggregate amount for all outstanding Principal Sharing Series which the related Supplements specify are “"Principal Shortfalls” " for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Date; provided, however, that, in the case of clauses if, on any Distribution Date, either (i) and (ii), if the Transferor Depositor's Amount as of such Distribution Date (determined after giving effect to the Trust’s percentage of any Principal Receivables transferred to the Trust on such date) is less than or Participation Interests equal to the Required Depositor's Interest, or (ii) the aggregate amount of Principal Receivables in the Trust (determined after giving effect to any Principal Receivables transferred to the Trust on such date) is less than the Required Transferor AmountPrincipal Balance, the Servicer will not distribute to the Holders of Depositor any Shared Principal Collections then on deposit in the Transferor Certificates any such amounts Collection Account that otherwise would be distributed to the Holders of the Transferor CertificatesDepositor, but shall deposit such funds in the Special Funding Account. The Transferors may, at their option, instruct the Trustee to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Excess Funding Account.

Shared Principal Collections. On each Distribution Business Day, Shared Principal Collections may, at the option of Transferor, be applied (or held in the Collection Account for later application) as principal with respect to any Variable Interest or, so long as either no Series is in an Amortization Period or no Series that is in an Amortization Period will have a Principal Shortfall on the related Transfer Date (assuming no Early Amortization Event occurs), withdrawn from the Collection Account and paid to Transferor; and on each Transfer Date, (a) the Servicer shall allocate Shared Principal Collections (as described below) not previously so applied or paid to each applicable Principal Sharing Series Series, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series, and any remainder may, at the option of Transferor, be applied as principal with respect to any Variable Interest and (b) the Servicer shall direct the Indenture Trustee in writing to withdraw from the Collection Account and pay to the Holders of the Transferor Certificates (i) an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Supplements specify are to be treated as “any amounts representing Shared Principal Collections” for such Distribution Date over Collections remaining after the allocations and applications referred to in clause (y) the aggregate amount for all outstanding Series which the related Supplements specify are “Principal Shortfalls” for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Datea); provided, however, provided that, in the case of clauses (i) and (ii)if, if on any day the Transferor Amount as of such Distribution Date (determined after giving effect to the Trust’s percentage any transfer of any Principal Receivables or Participation Interests transferred to the Trust on such date) day), is less than or equal to the Required Minimum Transferor Amount, the Servicer will shall not distribute to the Holders of the Transferor Certificates any such amounts Shared Principal Collections that otherwise would be distributed to the Holders of the Transferor CertificatesTransferor, but shall deposit such funds in the Special Excess Funding AccountAccount to the extent required so that the Transferor Amount equals the Minimum Transferor Amount. The Transferors mayNotwithstanding the foregoing, at their optionduring any Amortization Period for any Series (other than a Variable Interest), instruct the Trustee to deposit Transferor may not apply Shared Principal Collections which are otherwise payable as principal with respect to any Variable Interest, unless such application of principal is made on any Transfer Date or related Distribution Date after the Holders application of the Transferor Certificates Shared Principal Collections pursuant to the provisions set forth above into the Special Funding Accountvarious Indenture Supplements.

Shared Principal Collections. On each Distribution Business Day, Shared Principal Collections may, at the option of Transferor, be applied (or held in the Collection Account for later application) as principal with respect to any Variable Interest or, so long as either no Series is in an Amortization Period or no Series that is in an Amortization Period will have a Principal Shortfall on the related Transfer Date (assuming no Early Amortization Event occurs), withdrawn from the Collection Account and paid to Transferor; and on each Transfer Date, (a) the Servicer shall allocate Shared Principal Collections (as described below) not previously so applied or paid to each applicable Principal Sharing Series Series, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series, and any remainder may, at the option of Transferor, be applied as principal with respect to any Variable Interest and (b) the Servicer shall withdraw from the Collection Account and pay to the Holders of the Transferor Certificates (i) an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Supplements specify are to be treated as “any amounts representing Shared Principal Collections” for such Distribution Date over Collections remaining after the allocations and applications referred to in clause (y) the aggregate amount for all outstanding Series which the related Supplements specify are “Principal Shortfalls” for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Datea); provided, however, provided that, in the case of clauses (i) and (ii)if, if on any day the Transferor Amount as of such Distribution Date (determined after giving effect to the Trust’s percentage any transfer of any Principal Receivables or Participation Interests transferred to the Trust on such date) day), is less than or equal to the Required Specified Transferor Amount, the Servicer will shall not distribute to the Holders of the Transferor Certificates any such amounts Shared Principal Collections that otherwise would be distributed to the Holders of the Transferor CertificatesTransferor, but shall deposit such funds in the Special Excess Funding Account. The Transferors mayAccount to the extent required so that the Transferor Amount equals the Specified Transferor Amount, provided further that, if on any day the aggregate amount of Principal Receivables plus amounts on deposit in the Excess Funding Account is less than the Required Principal Balance, Servicer shall, at their optionthe direction of Transferor, instruct the Trustee to deposit any Shared Principal Collections which are that otherwise payable would be distributed to Transferor in the Excess Funding Account to the Holders extent required so that the aggregate amount of Principal Receivables plus amounts on deposit in the Excess Funding Account equals the Required Principal Balance. Notwithstanding the foregoing, during any Amortization Period for any Series (other than a Variable Interest), Transferor Certificates may not apply Shared Principal Collections as principal with respect to any Variable Interest, unless such application of principal is made on any Transfer Date or related Distribution Date after the application of Shared Principal Collections pursuant to the provisions set forth above into the Special Funding Accountvarious Supplements.

Shared Principal Collections. On each Distribution Date, (a) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series Series, pro rata, in proportion to the Principal Shortfalls, if any, with respect to such Series, each Series and (b) the Servicer shall withdraw from the Collection Account and pay to the Holders of the Transferor Certificates (i) Sellers an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Supplements or this Agreement specify are to be treated as “"Shared Principal Collections” " for such Distribution Date over (y) the aggregate amount for all outstanding Series which the related Supplements specify are “"Principal Shortfalls” " for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Date; provided, however, that, in that such amounts shall be paid to the case of clauses (i) and (ii), Sellers only if the Transferor Sellers' Participation Amount as of for such Distribution Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) exceeds zero; and provided, further, that, if, on any Distribution Date, the Sellers' Participation Amount is less than or equal to the Required Transferor AmountSellers' Participation Amount or the aggregate amount of Principal Receivables is less than or equal to the Required Principal Balance (in each case determined after giving effect to any Principal Receivables transferred to the Trust on such date), the Servicer will not distribute to the Holders of Sellers any Shared Principal Collections or any Transfer Deposit Amounts or Adjustment Payments then on deposit in the Transferor Certificates any such amounts Collection Account that otherwise would be distributed to the Holders of the Transferor CertificatesSellers, but shall deposit such funds in the Special Funding Account. The Transferors may, at their option, instruct the Trustee to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Funding Account.

Shared Principal Collections. On each Distribution ---------------------------- Date, (a) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series Series, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series, Series and (b) the Servicer shall withdraw from the Collection Account and pay to the Holders of the Transferor Certificates (i) Securities an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Supplements specify are to be treated as “"Shared Principal Collections” " for such Distribution Date over (y) the aggregate amount for all outstanding Series which the related Supplements specify are “"Principal Shortfalls” " for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Date; provided, however, that, in the case of clauses (i) and (ii), -------- ------- that if the Transferor Amount as of such Distribution Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) is less than the Required Transferor Amount, the Servicer will not distribute to the Holders of the Transferor Certificates Securities any such amounts that otherwise would be distributed to the Holders of the Transferor CertificatesSecurities, but shall deposit such funds in the Special Funding Account. The Transferors Transferor may, at their its option, instruct the Trustee to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates Securities pursuant to the provisions set forth above into the Special Funding Account.

Shared Principal Collections. On each Distribution Date, (ai) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series pro ratain a Group, PRO RATA, in proportion to the Principal Shortfalls, if any, with respect to each such Series, Series and (bii) the Servicer shall instruct the Trustee in writing to withdraw from the Collection Concentration Account or the Excess Funding Account and the Servicer shall pay to the Holders holder POOLING AND SERVICING AGREEMENT of the Exchangeable Transferor Certificates (i) Certificate an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding such Series of Collections of Principal Receivables which that the related Supplements specify are to be treated as “Shared Principal Collections” "SHARED PRINCIPAL COLLECTIONS" for such Distribution Date over (y) the aggregate amount for all outstanding such Series which that the related Supplements specify are “"Principal Shortfalls” for such Series and " for such Distribution Date and(the "PRINCIPAL SHORTFALLS"); PROVIDED, without duplicationHOWEVER, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to such amounts shall be allocated and paid to the Holders holder of the Exchangeable Transferor Certificates with respect Certificate only to such Distribution Date; provided, however, that, in the case of clauses (i) and (ii), if extent the Transferor Invested Amount as of for such Distribution Determination Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred Transferred to the Trust on such date) exceeds the Aggregate Minimum Transferor Invested Amount; and PROVIDED FURTHER that, if on any Distribution Date the Transferor Invested Amount is less than or equal to the Required Aggregate Minimum Transferor Invested Amount, the Servicer will not distribute to shall deposit in the Holders of Excess Funding Account any Shared Principal Collections then on deposit in the Transferor Certificates any such amounts Concentration Account that otherwise would be distributed to the Holders holder of the Exchangeable Transferor Certificates, but shall deposit such funds in the Special Funding Account. The Transferors may, at their option, instruct the Trustee to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Funding AccountCertificate.

Shared Principal Collections. On each Distribution ----------------------------- Date, (a) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series Series, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series, Series and (b) the Servicer shall withdraw from the Collection Account or the Excess Funding Account and pay to the Holders of the Transferor Certificates (i) Depositor an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables and Miscellaneous Payments which the related Supplements or this Agreement specify are to be treated as “"Shared Principal Collections” " for such Distribution Date over (y) the aggregate amount for all outstanding Principal Sharing Series which the related Supplements specify are “"Principal Shortfalls” " for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Date; provided, however, that, in the case of clauses if, on any Distribution Date, either (i) and (ii), if the Transferor -------- ------- Depositor's Amount as of such Distribution Date (determined after giving effect to the Trust’s percentage of any Principal Receivables transferred to the Trust on such date) is less than or Participation Interests equal to the Required Depositor's Interest, or (ii) the aggregate amount of Principal Receivables in the Trust (determined after giving effect to any Principal Receivables transferred to the Trust on such date) is less than the Required Transferor AmountPrincipal Balance, the Servicer will not distribute to the Holders of Depositor any Shared Principal Collections then on deposit in the Transferor Certificates any such amounts Collection Account that otherwise would be distributed to the Holders of the Transferor CertificatesDepositor, but shall deposit such funds in the Special Funding Account. The Transferors may, at their option, instruct the Trustee to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Excess Funding Account.

Shared Principal Collections. On each Distribution DateBusiness Day, (a) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series Series, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series, and any remainder may, at the option of the Transferor, be applied as principal with respect to any Variable Funding Certificate and (b) the Servicer shall instruct the Trustee to withdraw from the Collection Account or the Excess Funding Account and pay to the Holders Holder of the Exchangeable Transferor Certificates (i) Certificate an amount equal to the excess, if any, of (x) the sum of the aggregate amount for all outstanding out- standing Series of Collections of Principal Receivables which the related Supplements or this Agreement specify are to be treated as “"Shared Principal Collections” " for such Distribution Date plus the amount of any payment received by the Trustee from the holder of any Participation with respect to the purchase of a Participation or any increases in the principal amount of such Participation (such sum to be treated for purposes of this Agreement as "Shared Principal Collections") over (y) the aggregate amount for all outstanding Principal Sharing Series which the related Supplements specify are “"Principal Shortfalls” ," for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution DateBusiness Day; provided, however, that, in if, on any Business Day the case of clauses (i) and (ii), if the Transferor Trans- feror Amount as of such Distribution Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) is would otherwise be less than or equal to the Required Minimum Transferor Amount, the Servicer will not distribute to the Holders Holder of the Exchangeable Transferor Certificates Certificate any such amounts Shared Principal Collections that otherwise would be distributed to the Holders Holder of the Ex- changeable Transferor CertificatesCertificate, but shall deposit such funds in the Special Funding Account. The Transferors may, at their option, instruct the Trustee to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Excess Funding Account.

Shared Principal Collections. On each Distribution Date, (a) the Servicer shall allocate Shared Principal Collections (as described defined below) to each Principal Sharing Series Series, pro rata, in proportion to the Principal ShortfallsShortfalls (as defined below), if any, with respect to each such Series, Series and (b) the Servicer shall withdraw from the Collection Account and pay to the Holders of Issuer for application in accordance with the Transferor Certificates (i) Trust Agreement an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Indenture Supplements specify are to be treated as “Shared Principal Collections” for such Distribution Date over (y) the aggregate amount for all outstanding Series which the related Indenture Supplements specify are “Principal Shortfalls” for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Date; provided, however, that, in the case of clauses (i) and (ii), that if the Transferor Amount as of such Distribution Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust Issuer on such date) is less than the Required Transferor Amount, the Servicer will not distribute to the Holders of the Transferor Certificates Issuer any such amounts that otherwise would be distributed to the Holders of the Transferor CertificatesIssuer, but shall deposit such funds in the Special Funding Account. The Transferors Issuer may, at their its option, instruct the Indenture Trustee in writing to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates Issuer pursuant to the provisions set forth above into the Special Funding Account.

Shared Principal Collections. On each Distribution Date, (a) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series Series, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series, and any remainder may, at the option of the Transferor, be applied as principal with respect to any Variable Funding Certificate and (b) the Servicer shall withdraw from the Collection Account or the Special Funding Account and pay to the Holders Holder of the Transferor Certificates (i) Certificate an amount equal to the excess, if any, of (x) the sum of the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Supplements or this Agreement specify are to be treated as “Shared Principal Collections” for such Distribution Date plus the amount of any payment received by the Trustee from the holder of any Participation with respect to the purchase of a Participation or any increases in the principal amount of such Participation (such sum to be treated for purposes of this Agreement as “Shared Principal Collections”) over (y) the aggregate amount for all outstanding Principal Sharing Series which the related Supplements specify are “Principal Shortfalls,” for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Date; provided, however, that, in the case of clauses (i) and (ii)if, if on any Distribution Date the Transferor Amount as of such Distribution Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) is date and excluding the interest represented by any Supplemental Certificate), would otherwise be less than or equal to the Required Retained Transferor Amount, the Servicer will not distribute to the Holders Holder of the Transferor Certificates Certificate any such amounts Shared Principal Collections that otherwise would be distributed to the Holders Holder of the Transferor CertificatesCertificate, but shall deposit such funds in the Special Funding Account. The Transferors may, at their option, instruct the Trustee to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Funding Account.

Shared Principal Collections. On each Distribution Date, (a) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series Series, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series, Series and (b) the Servicer shall withdraw from the Collection Account or the Excess Funding Account and pay to the Holders of the Transferor Certificates (i) Depositor an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables and Miscellaneous Payments which the related Supplements or this Agreement specify are to be treated as “"Shared Principal Collections” " for such Distribution Date over (y) the aggregate amount for all outstanding Principal Sharing Series which the related Supplements specify are “"Principal Shortfalls” for such Series and " for such Distribution Date andDate; PROVIDED, without duplicationHOWEVER, that, if, on any Distribution Date, either (i) the Depositor's Amount (determined after giving effect to any Principal Receivables transferred to the Trust on such date) is less than or equal to the Required Depositor's Interest, or (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Date; provided, however, that, Receivables in the case of clauses (i) and (ii), if the Transferor Amount as of such Distribution Date Trust (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) is less than the Required Transferor AmountPrincipal Balance, the Servicer will not distribute to the Holders of Depositor any Shared Principal Collections then on deposit in the Transferor Certificates any such amounts Collection Account that otherwise would be distributed to the Holders of the Transferor CertificatesDepositor, but shall deposit such funds in the Special Funding Account. The Transferors may, at their option, instruct the Trustee to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Excess Funding Account.

Shared Principal Collections. On each Distribution Business Day, Shared Principal Collections may, at the option of Transferor, be applied (or held in the Collection Account for later application) as principal with respect to any Variable Interest or, so long as either no Series is in an Amortization Period or no Series that is in an Amortization Period will have a Principal Shortfall on the related Transfer Date (assuming no Early Amortization Event occurs), withdrawn from the Collection Account and paid to Transferor; and on each Transfer Date, (a) the Servicer shall allocate Shared Principal Collections (as described below) not previously so applied or paid to each applicable Principal Sharing Series Series, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series, and any remainder may, at the option of Transferor, be applied as principal with respect to any Variable Interest and (b) the Servicer shall withdraw from the Collection Account and pay to the Holders of the Transferor Certificates (i) an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Supplements specify are to be treated as “any amounts representing Shared Principal Collections” for such Distribution Date over Collections remaining after the allocations and applications referred to in CLAUSE (y) the aggregate amount for all outstanding Series which the related Supplements specify are “Principal Shortfalls” for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Datea); provided, however, PROVIDED that, in the case of clauses (i) and (ii)if, if on any day the Transferor Amount as of such Distribution Date (determined after giving effect to the Trust’s percentage any transfer of any Principal Receivables or Participation Interests transferred to the Trust on such date) day), is less than or equal to the Required Specified Transferor AmountXxxxxx, the 00 Servicer will shall not distribute to the Holders of the Transferor Certificates any such amounts Shared Principal Collections that otherwise would be distributed to the Holders of the Transferor CertificatesTransferor, but shall deposit such funds in the Special Excess Funding AccountAccount to the extent required so that the Transferor Amount equals the Specified Transferor Amount. The Transferors mayNotwithstanding the foregoing, at their optionduring any Amortization Period for any Series (other than a Variable Interest), instruct the Trustee to deposit Transferor may not apply Shared Principal Collections which are otherwise payable as principal with respect to any Variable Interest, unless such application of principal is made on any Transfer Date or related Distribution Date after the Holders application of the Transferor Certificates Shared Principal Collections pursuant to the provisions set forth above into the Special Funding Accountvarious Supplements.

Shared Principal Collections. On each Distribution Date, (a) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series Series, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series, and any remainder may, at the option of Transferor, be applied as principal with respect to any Variable Interest (provided that in such allocation, all other Series will have priority over any Series whose terms permit the Servicer to extend the Initial Principal Payment Date, and then only to the extent that the Principal Shortfall for such Series is greater than such Principal Shortfall would otherwise have been due to the election by the Transferor not to extend the Initial Principal Payment Date) and (b) the Servicer shall withdraw from the Collection Account or applicable Series Account and pay to the Holders of the Transferor Certificates (i) an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Supplements or this Agreement specify are to be treated as “"Shared Principal Collections” " for such Distribution Date over (y) the aggregate amount for all outstanding Principal Sharing Series which the related Supplements specify are “"Principal Shortfalls” " for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Date; provided, however, provided that, in to the case of clauses (i) and (ii)extent that, if on any Distribution Date the Transferor Amount as of such Distribution Date Interest (determined after giving effect to the Trust’s percentage any transfer of any Principal Receivables or Participation Interests transferred to the Trust on such date) is less than the Required Transferor Amountor equal to zero, the Servicer will shall not distribute such Shared Principal Collections to the Holders of the Transferor Certificates any such amounts that otherwise would be distributed to the Holders of the Transferor CertificatesTransferor, but shall deposit such funds in the Special Funding Account. The Transferors may, at their option, instruct the Trustee to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Excess Funding Account.

Shared Principal Collections. On each Distribution Date, (ai) the ---------------------------- Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series in a Group, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series, Series and (bii) the Servicer shall withdraw (or shall instruct the Trustee to withdraw) from the Collection Account or the Excess Funding Account and pay to the Holders Holder of the Exchangeable Transferor Certificates Certificate (iA) an amount equal to the excess, if any, of (x) the aggregate amount of Shared Principal Collections for all outstanding such Series of Collections of Principal Receivables which the related Supplements specify are to be treated as “Shared Principal Collections” for such Distribution Date over (y) the aggregate amount of Principal Shortfalls for all outstanding Series which the related Supplements specify are “Principal Shortfalls” for such Series and for such Distribution Date and, without duplication, and (iiB) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Date; provided, however, that, in that such amounts shall be paid to the case Holder of clauses (i) and (ii), if the -------- ------- Exchangeable Transferor Certificate only to the extent that the Transferor Amount as of for such Distribution Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) exceeds the Minimum Transferor Amount; and, provided further, that, if on any Distribution Date the -------- ------- Transferor Amount is less than or equal to the Required Minimum Transferor Amount, the Servicer will not distribute to the Holders Holder of the Exchangeable Transferor Certificates Certificate any such amounts Shared Principal Collections then on deposit in the Collection Account that otherwise would be distributed to the Holders of the Transferor Certificatessuch Holder, but shall deposit such funds in the Special Funding Account. The Transferors may, at their option, instruct the Trustee to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Excess Funding Account.

Shared Principal Collections. On each Distribution Payment Date, (a1) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series Series, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series, Series and (b2) the Servicer shall withdraw from the Collection Account and pay to the Holders holders of the Transferor Trust Beneficial Interests or Certificates (i) an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Indenture Supplements specify are to be treated as “"Shared Principal Collections” " for such Distribution Payment Date over (y) the aggregate amount for all outstanding Series which the related Indenture Supplements specify are “"Principal Shortfalls” " for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Payment Date; provided, however, that, in the case of clauses (i) and (ii), that if the Transferor Amount Interest as of such Distribution Payment Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) is less than the Required Transferor AmountInterest, the Servicer will not distribute to the Holders holders of the Transferor Trust Beneficial Interests or Certificates any such amounts that otherwise would be distributed to the Holders holders of the Transferor Trust Beneficial Interests or Certificates, but shall deposit such funds in the Special Excess Funding Account. The Transferors Transferor may, at their its option, instruct the Indenture Trustee to deposit Shared Principal Collections which are otherwise payable to the Holders holders of the Transferor Trust Beneficial Interests or Certificates pursuant to the provisions set forth above into the Special Excess 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.

Shared Principal Collections. On each Distribution Date, (a) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series Series, pro rata, in proportion to the Principal ShortfallsShortfalls (as defined below), if any, with respect to each such Series, Series and (b) the Servicer shall withdraw from the Collection Account and pay to the Holders of the Transferor Certificates (i) an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Supplements specify are to be treated as “"Shared Principal Collections” " for such Distribution Date over (y) the aggregate amount for all outstanding Series which the related Supplements specify are “"Principal Shortfalls” " for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Date; provided, however, that, in the case of clauses (i) and (ii), that if the Transferor Amount as of such Distribution Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) is less than the Required Transferor Amount, the Servicer will not distribute to the Holders of the Transferor Certificates any such amounts that otherwise would be distributed to the Holders of the Transferor Certificates, but shall deposit such funds in the Special Funding Account. The Transferors Transferor may, at their its option, instruct the Trustee in writing to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Funding Account.

Shared Principal Collections. On each Distribution Business Day, Shared Principal Collections may, at the option of Transferor, be applied (or held in the Collection Account for later application) as principal with respect to any Variable Interest or, so long as either no Series is in an Amortization Period or no Series that is in an Amortization Period will have a Principal Shortfall on the related Transfer Date (assuming no Early Amortization Event occurs), withdrawn from the Collection Account and paid to Transferor; and on each Transfer Date, (a) the Servicer shall allocate Shared Principal Collections (as described below) not previously so applied or paid to each applicable Principal Sharing Series Series, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series, and any remainder may, at the option of Transferor, be applied as principal with respect to any Variable Interest and (b) the Servicer shall withdraw from the Collection Account and pay to the Holders of the Transferor Certificates (i) an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Supplements specify are to be treated as “any amounts representing Shared Principal Collections” for such Distribution Date over Collections remaining after the allocations and applications referred to in clause (y) the aggregate amount for all outstanding Series which the related Supplements specify are “Principal Shortfalls” for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Datea); provided, however, provided that, in the case of clauses (i) and (ii)if, if on any day the Transferor Amount as of such Distribution Date (determined after giving effect to the Trust’s percentage any transfer of any Principal Receivables or Participation Interests transferred to the Trust on such date) day), is less than or equal to the Required Specified Transferor Amount, the Servicer will shall not distribute to the Holders of the Transferor Certificates any such amounts Shared Principal Collections that otherwise would be distributed to the Holders of the Transferor CertificatesTransferor, but shall deposit such funds in the Special Excess Funding AccountAccount to the extent required so that the Transferor Amount equals the Specified Transferor Amount. The Transferors mayNotwithstanding the foregoing, at their optionduring any Amortization Period for any Series (other than a Variable Interest), instruct the Trustee to deposit Transferor may not apply Shared Principal Collections which are otherwise payable as principal with respect to any Variable Interest, unless such application of principal is made on any Transfer Date or related Distribution Date after the Holders application of the Transferor Certificates Shared Principal Collections pursuant to the provisions set forth above into the Special Funding Accountvarious Supplements.

Shared Principal Collections. On each Distribution Business Day, Shared Principal Collections may, at the option of Transferor, be applied (or held in the Collection Account for later application) as principal with respect to any Variable Interest or, so long as either no Series is in an Amortization Period or no Series that is in an Amortization Period will have a Principal Shortfall on the related Transfer Date (assuming no Early Amortization Event occurs), withdrawn from the Collection Account and paid to Transferor; and on each Transfer Date, (a) the Servicer shall allocate Shared Principal Collections (as described below) not previously so applied or paid to each applicable Principal Sharing Series Series, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series, and any remainder may, at the option of Transferor, be applied as principal with respect to any Variable Interest and (b) the Servicer shall withdraw from the Collection Account and pay to the Holders of the Transferor Certificates (i) an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Supplements specify are to be treated as “any amounts representing Shared Principal Collections” for such Distribution Date over Collections remaining after the allocations and applications referred to in CLAUSE (y) the aggregate amount for all outstanding Series which the related Supplements specify are “Principal Shortfalls” for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Datea); provided, however, PROVIDED that, in the case of clauses (i) and (ii)if, if on any day the Transferor Amount as of such Distribution Date (determined after giving effect to the Trust’s percentage any transfer of any Principal Receivables or Participation Interests transferred to the Trust on such date) day), is less than or equal to the Required Specified Transferor Amount, the Servicer will shall not distribute to the Holders of the Transferor Certificates any such amounts Shared Principal Collections that otherwise would be distributed to the Holders of the Transferor CertificatesTransferor, but shall deposit such funds in the Special Excess Funding AccountAccount to the extent required so that the Transferor Amount equals the Specified Transferor Amount. The Transferors mayNotwithstanding the foregoing, at their optionduring any Amortization Period for any Series (other than a Variable Interest), instruct the Trustee to deposit Transferor may not apply Shared Principal Collections which are otherwise payable as principal with respect to any Variable Interest, unless such application of principal is made on any Transfer Date or related Distribution Date after the Holders application of the Transferor Certificates Shared Principal Collections pursuant to the provisions set forth above into the Special Funding Accountvarious Supplements.

Shared Principal Collections. On each Distribution Date, (a) the Servicer shall allocate Shared Principal Collections (as described defined below) to each Principal Sharing Series Series, pro rata, in proportion to the Principal ShortfallsShortfalls (as defined below), if any, with respect to each such Series, Series and (b) the Servicer shall withdraw from the Collection Account and pay to the Holders of Issuer for application in accordance with the Transferor Certificates (i) Trust Agreement an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Indenture Supplements specify are to be treated as “"Shared Principal Collections” " for such Distribution Date over (y) the aggregate amount for all outstanding Series which the related Indenture Supplements specify are “"Principal Shortfalls” " for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Date; provided, however, that, in the case of clauses (i) and (ii), that if the Transferor Amount as of such Distribution Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust Issuer on such date) is less than the Required Transferor Amount, the Servicer will not distribute to the Holders of the Transferor Certificates Issuer any such amounts that otherwise would be distributed to the Holders of the Transferor CertificatesIssuer, but shall deposit such funds in the Special Funding Account. The Transferors Issuer may, at their its option, instruct the Indenture Trustee in writing to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates Issuer pursuant to the provisions set forth above into the Special Funding Account.

Shared Principal Collections. On each Distribution Date, (a) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series Series, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series, and any remainder may, at the option of the Transferor, be applied as principal with respect to any Variable Interest (provided that in such allocation, all other Series will have priority over any Series whose terms permit the Servicer to extend the Initial Principal Payment Date, and then only to the extent that the Principal Shortfall for such Series is greater than such Principal Shortfall would otherwise have been due to the election by the Transferor not to extend the Initial Principal Payment Date) and (b) the Servicer shall withdraw from the Collection Account or applicable Series Account and pay to the Holders of the Transferor Certificates (i) an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Supplements or this Agreement specify are to be treated as “Shared Principal Collections” "SHARED PRINCIPAL COLLECTIONS" for such Distribution Date over (y) the aggregate amount for all outstanding Principal Sharing Series which the related Supplements specify are “Principal Shortfalls” "PRINCIPAL SHORTFALLS" for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Date; provided, however, provided that, in to the case of clauses (i) and (ii)extent that, if on any Distribution Date the Transferor Amount as of such Distribution Date Interest (determined after giving effect to the Trust’s percentage any transfer of any Principal Receivables or Participation Interests transferred to the Trust on such date) is less than the Required Transferor Amountor equal to zero, the Servicer will shall not distribute such Shared Principal Collections to the Holders of the Transferor Certificates any such amounts that otherwise would be distributed to the Holders of the Transferor CertificatesTransferor, but shall deposit such funds in the Special Funding Account. The Transferors may, at their option, instruct the Trustee to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Excess Funding Account.

Shared Principal Collections. On each Distribution Date, (a) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series Series, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series, and any remainder may, at the option of the Transferor, be applied as principal with respect to any Variable Funding Certificate and (b) the Servicer shall withdraw from the Collection Account or the Special Funding Account and pay to the Holders Holder of the Transferor Certificates (i) Certificate an amount equal to the excess, if any, of (x) the sum of the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Supplements or this Agreement specify are to be treated as “"Shared Principal Collections” " for such Distribution Date plus the amount of any payment received by the Trustee from the holder of any Participation with respect to the purchase of a Participation or any increases in the principal amount of such Participation (such sum to be treated for purposes of this Agreement as "Shared Principal Collections") over (y) the aggregate amount for all outstanding Principal Sharing Series which the related Supplements specify are “"Principal Shortfalls” ," for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Date; provided, however, that, in the case of clauses (i) and (ii)if, if on any Distribution Date the Transferor Amount as of such Distribution Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) is date and excluding the interest represented by any Supplemental Certificate), would otherwise be less than or equal to the Required Retained Transferor Amount, the Servicer will not distribute to the Holders Holder of the Transferor Certificates Certificate any such amounts Shared Principal Collections that otherwise would be distributed to the Holders Holder of the Transferor CertificatesCertificate, but shall deposit such funds in the Special Funding Account. The Transferors may, at their option, instruct the Trustee to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Funding Account.

Shared Principal Collections. On each Distribution Date, (ai) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series in a Group, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series, Series and (bii) the Servicer shall withdraw (or shall instruct the Indenture Trustee to withdraw) from the Collection Account or the Excess Funding Account and pay to the Holders Holder of the Exchangeable Transferor Certificates Certificate (iA) an amount equal to the excess, if any, of (x) the aggregate amount of Shared Principal Collections for all outstanding such Series of Collections of Principal Receivables which the related Supplements specify are to be treated as “Shared Principal Collections” for such Distribution Date over (y) the aggregate amount of Principal Shortfalls for all outstanding Series which the related Supplements specify are “Principal Shortfalls” for such Series and for such Distribution Date and, without duplication, and (iiB) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Indenture Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Date; provided, however, that, in that such amounts shall be paid to the case Holder of clauses (i) and (ii), if the Exchangeable Transferor Certificate only to the extent that the Transferor Amount as of for such Distribution Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust Issuer on such date) exceeds the Minimum Transferor Amount; and, provided further, that, if on any Distribution Date the Transferor Amount is less than or equal to the Required Minimum Transferor Amount, the Servicer will not distribute to the Holders Holder of the Exchangeable Transferor Certificates Certificate any such amounts Shared Principal Collections then on deposit in the Collection Account that otherwise would be distributed to the Holders of the Transferor Certificatessuch Holder, but shall deposit such funds in the Special Funding Account. The Transferors may, at their option, instruct the Trustee to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Excess Funding Account.

Shared Principal Collections. On each Business Day other than a Distribution Date, if permitted by the related Supplement or Receivables Purchase Agreement for any Series, Shared Principal Collections from such Series may, at the option of Seller, be withdrawn and paid as principal to the holder of any Variable Certificate (or held in the Collection Account for later allocation as principal to any Variable Certificate), so long as no Series that is in an Amortization Period will have a Principal Shortfall on the next Distribution Date after giving effect to such allocation and the other allocations to be made on the next Distribution Date (assuming no Early Amortization Event occurs). On each Distribution Date, (ai) the Servicer shall allocate Shared Principal Collections (as described below) not previously applied pursuant to the preceding sentence to each Principal Sharing Series in a Group, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series, Series and (bii) the Servicer shall withdraw from the Collection Account or the Excess Funding Account and pay to the Holders Holder of the Transferor Certificates (i) Exchangeable Seller Certificate an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding such Series of Collections of Principal Receivables which that the related Supplements or this Agreement specify are to be treated as “"Shared Principal Collections” " for such Distribution Date over (y) the aggregate amount for all outstanding such Series which that the related Supplements specify are “"Principal Shortfalls” " for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Date; provided, however, that, in that such amounts shall be paid to the case Holder of clauses (i) and (ii), the Exchangeable Seller Certificate only if the Transferor Amount as of Seller Interest for such Distribution Determination Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) exceeds the Aggregate Minimum Seller Interest; and provided further that, if on any Distribution Date the Seller Interest is less than or equal to the Required Transferor AmountAggregate Minimum Seller Interest, the Servicer will not distribute to the Holders Holder of the Transferor Certificates Exchangeable Seller Certificate any such amounts Shared Principal Collections then on deposit in the Collection Account that otherwise would be distributed to the Holders of the Transferor Certificatessuch Holder, but shall deposit such funds in the Special Funding Account. The Transferors may, at their option, instruct the Trustee to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Excess Funding Account.

Shared Principal Collections. On each Distribution Date, (a) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series Series, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series, Series and (b) the Servicer shall withdraw from the Collection Account or the Special Funding Account and pay to the Holders of the Transferor Certificates (i) Seller Interest an amount equal to the excessremainder, if any, of (xi) the aggregate amount for all outstanding Series of Collections of Principal Receivables which that the related Supplements or this Agreement specify are to be treated as “Shared Principal Collections” "SHARED PRINCIPAL COLLECTIONS" for such Distribution Date over (y) the aggregate amount for all outstanding Series which the related Supplements specify are “Principal Shortfalls” for such Series and for such Distribution Date and, without duplication, less (ii) the aggregate amount for all outstanding Principal Sharing Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to "PRINCIPAL SHORTFALLS" for such Distribution Date; provided, however, that, in that such amounts shall be paid to the case Holders of clauses (i) and (ii), the Seller Certificate only if the Transferor Seller Amount as of for such Distribution Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) exceeds zero; and provided further that, if, on any Distribution Date the Seller Amount is less than or equal to the Required Transferor Seller Amount, the Servicer will not distribute to the Holders of the Transferor Certificates Seller Certificate any such amounts Share Principal Collections that otherwise would be distributed to the Holders of the Transferor CertificatesSeller Certificate, but shall deposit such funds in the Special Funding Account. The Transferors may, at their option, instruct the Trustee to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Funding Account.

Shared Principal Collections. On each Distribution Date, (ai) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series in a Group, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series, Series and (bii) the Servicer shall withdraw from the Collection Account or the Excess Funding Account and pay to the Holders Holder of the Transferor Certificates (i) Exchangeable Seller Certificate an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding such Series of Collections of Principal Receivables which that the related Supplements or this Agreement specify are to be treated as “Shared Principal Collections” for such Distribution Date over (y) the aggregate amount for all outstanding such Series which that the related Supplements specify are “Principal Shortfalls” for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Date; provided, however, that, in that such amounts shall be paid to the case Holder of clauses (i) and (ii), the Exchangeable Seller Certificate only if the Transferor Amount as of Seller Interest for such Distribution Determination Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) exceeds the Aggregate Minimum Seller Interest; and provided further that, if on any Distribution Date the Seller Interest is less than or equal to the Required Transferor AmountAggregate Minimum Seller Interest, the Servicer will not distribute to the Holders Holder of the Transferor Certificates Exchangeable Seller Certificate any such amounts Shared Principal Collections then on deposit in the Collection Account that otherwise would be distributed to the Holders of the Transferor Certificatessuch Holder, but shall deposit such funds in the Special Funding Account. The Transferors may, at their option, instruct the Trustee to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Excess Funding Account.

Shared Principal Collections. On each Business Day other than a Distribution Date, if permitted by the related Supplement for any Series, Shared Principal Collections from such Series may, at the option of Transferor, be withdrawn and paid as principal to the holder of any Variable Certificate (or held in the Collection Account for later allocation as principal to any Variable Certificate), so long as no Series that is in an Amortization Period will have a Principal Shortfall on the next Distribution Date after giving effect to such allocation and the other allocations to be made on the next Distribution Date (assuming no Early Amortization Event occurs). On each Distribution Date, (ai) the Servicer shall allocate Shared Principal Collections (as described below) not previously applied pursuant to the preceding sentence to each Principal Sharing Series in a Group, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series, Series and (bii) the Servicer shall withdraw from the Collection Account or the Excess Funding Account and pay to the Holders Holder of the Exchangeable Transferor Certificates (i) Certificate an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding such Series of Collections of Principal Receivables which that the related Supplements or this Agreement specify are to be treated as “"Shared Principal Collections” " for such Distribution Date over (y) the aggregate amount for all outstanding such Series which that the related Supplements specify are “"Principal Shortfalls” " for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Date; provided, however, that, in that such amounts shall be paid to the case Holder of clauses (i) and (ii), the Exchangeable Transferor Certificate only if the Transferor Amount as of Interest for such Distribution Determination Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) exceeds the Aggregate Minimum Transferor Interest; and provided further that, if on any Distribution Date the Transferor Interest is less than or equal to the Required Aggregate Minimum Transferor AmountInterest, the Servicer will not distribute to the Holders Holder of the Exchangeable Transferor Certificates Certificate any such amounts Shared Principal Collections then on deposit in the Collection Account that otherwise would be distributed to the Holders of the Transferor Certificatessuch Holder, but shall deposit such funds in the Special Funding Account. The Transferors may, at their option, instruct the Trustee to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Excess Funding Account.

Shared Principal Collections. On each Distribution Date, (a) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series Series, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series, Series and (b) the Servicer shall withdraw from the Collection Account and pay to the Holders of the Transferor Certificates (i) an amount equal to the excess, if any, of (x) the aggregate amount for all outstanding Series of Collections of Principal Receivables which the related Supplements specify are to be treated as “"Shared Principal Collections” " for such Distribution Date over (y) the aggregate amount for all outstanding Series which the related Supplements specify are “"Principal Shortfalls” " for such Series and for such Distribution Date and, without duplication, (ii) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Date; provided, however, that, in the case of clauses (i) and (ii), that if the Transferor Amount as of such Distribution Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) is less than the Required Transferor Amount, the Servicer will not distribute to the Holders of the Transferor Certificates any such amounts that otherwise would be distributed to the Holders of the Transferor Certificates, but shall deposit such funds in the Special Funding Account. The Transferors Transferor may, at their its option, instruct the Trustee to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Funding Account.. Section 4.5

Shared Principal Collections. On each Distribution Date, ---------------------------- (ai) the Servicer shall allocate Shared Principal Collections (as described below) to each Principal Sharing Series in a Group, pro rata, in proportion to the Principal Shortfalls, if any, with respect to each such Series, Series and (bii) the Servicer shall withdraw (or shall instruct the Trustee to withdraw) from the Collection Account or the Excess Funding Account and pay to the Holders Holder of the Exchangeable Transferor Certificates Certificate (iA) an amount equal to the excess, if any, of (x) the aggregate amount of Shared Principal Collections for all outstanding such Series of Collections of Principal Receivables which the related Supplements specify are to be treated as “Shared Principal Collections” for such Distribution Date over (y) the aggregate amount of Principal Shortfalls for all outstanding Series which the related Supplements specify are “Principal Shortfalls” for such Series and for such Distribution Date and, without duplication, and (iiB) the aggregate amount for all outstanding Series of that portion of Series Allocable Principal Collections which the related Supplements specify are to be allocated and paid to the Holders of the Transferor Certificates with respect to such Distribution Date; provided, however, that, in that such amounts shall be paid to the case Holder of clauses (i) and (ii), if the -------- ------- Exchangeable Transferor Certificate only to the extent that the Transferor Amount as of for such Distribution Date (determined after giving effect to the Trust’s percentage of any Principal Receivables or Participation Interests transferred to the Trust on such date) exceeds the Minimum Transferor Amount; and, provided further, that, if on any Distribution Date the -------- ------- Transferor Amount is less than or equal to the Required Minimum Transferor Amount, the Servicer will not distribute to the Holders Holder of the Exchangeable Transferor Certificates Certificate any such amounts Shared Principal Collections then on deposit in the Collection Account that otherwise would be distributed to the Holders of the Transferor Certificatessuch Holder, but shall deposit such funds in the Special Funding Account. The Transferors may, at their option, instruct the Trustee to deposit Shared Principal Collections which are otherwise payable to the Holders of the Transferor Certificates pursuant to the provisions set forth above into the Special Excess Funding Account.