Common use of Voluntary Decrease Clause in Contracts

Voluntary Decrease. On any Business Day, upon at least 3 Business Day’s prior notice to each Series 2009-1 Noteholder, each Conduit Investor, each Committed Note Purchaser and the Trustee, HVF may decrease the Series 2009-1 Principal Amount (each such reduction of the Series 2009-1 Principal Amount pursuant to this Section 2.2(b), a “Voluntary Decrease”) by withdrawing from the Series 2009-1 Excess Collection Account or, after the conclusion of the Series 2009-1 Revolving Period, the Series 2009-1 Collection Account, an amount (subject to the last sentence of this Section 2.2(b)) up to the sum of all Principal Collections (or, in the case of the Series 2009-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Principal Amount, to such Terminated Purchaser up to the amount of its Investor Group Principal Amount, the amount of such withdrawal in accordance with Section 3.5(e) of this Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 2009-1 Note Purchase Agreement, any associated breakage costs (including Series 2009-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases); provided that HVF shall not effect a Voluntary Decrease pursuant to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation on the frequency of Voluntary Decreases set forth in the immediately preceding proviso; provided further that, in the event that HVF elects to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 2009-1 Note Purchase Agreement, HVF may, from time to time, allocate a Voluntary Decrease solely to such Terminated Purchaser in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject to the immediately preceding sentence, such Voluntary Decrease shall be ratably allocated among the Series 2009-1 Noteholders, based on their respective portion of the Series 0000-0 Xxxxxxxxx Xxxxxx. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, in a minimum principal amount of $5,000,000 and integral multiples of $100,000 in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in full.

Voluntary Decrease. On Except as provided in Section 2.2(d), on any Business Day, upon at least 3 Business Day’s prior notice to each Series 2009-1 Noteholder, each Conduit Investor, each Committed Note Purchaser and the Trustee, HVF Master Issuer may decrease the Series 20092018-1 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092018-1 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092018-1 Excess Collection Class A-1 Distribution Account or, after not later than 10:00 a.m. (Eastern time) on the conclusion date specified as the decrease date in the prior written notice referred to below and providing a written report to the Trustee directing the Trustee to distribute in accordance with the Class A-1 Order of the Series 2009-1 Revolving Period, the Series 2009-1 Collection Account, Distribution (i) an amount (subject to the last sentence of this Section 2.2(b)) up to the sum of all Principal Collections (or, in the case of the Series 20092018-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Class A-1 Outstanding Principal Amount, to such Terminated Purchaser up Amount equal to the amount of its Investor Group Principal Amountsuch Voluntary Decrease, the amount of such withdrawal in accordance with Section 3.5(eplus (ii) of this any associated Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 20092018-1 Note Purchase Agreement, any associated breakage costs (including Series 2009-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) Class A-1 Breakage Amounts incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases2018-1 Class A-1 Note Purchase Agreement); provided that HVF to the extent the deposit into the Series 2018-1 Class A-1 Distribution Account described above is made after 3:00 p.m. (Eastern time) on any Business Day, the same shall not effect a Voluntary Decrease pursuant be deemed to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation deposited on the frequency of Voluntary Decreases set forth following Business Day; provided, further, that (x) in the immediately preceding proviso; provided further thatcase of Eurodollar Advances or CP Advances, in the event that HVF elects Master Issuer shall provide written notice no later than 12:00 p.m. (Eastern time) at least three (3) Business Days prior to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 2009-1 Note Purchase Agreement, HVF may, from time to time, allocate a Voluntary Decrease solely to such Terminated Purchaser in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject to the immediately preceding sentence, such Voluntary Decrease and (y) in the case of Base Rate Advances, the Master Issuer shall be ratably allocated among the provide written notice no later than 12:00 p.m. (Eastern time) at least one (1) Business Day prior to such Voluntary Decrease, in each case to each Series 20092018-1 NoteholdersClass A-1 Investor and the Administrative Agent; provided, based on their respective portion further, that the Master Issuer shall provide written notice to the Trustee of the Series 0000-0 Xxxxxxxxx Xxxxxxany Voluntary Decrease no later than 12:00 p.m. (Eastern time) at least one (1) Business Day prior to such Voluntary Decrease. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, be in a minimum principal amount of $5,000,000 as provided in the Series 2018-1 Class A-1 Note Purchase Agreement. In connection with any Voluntary Decrease, the Master Issuer shall reimburse the Trustee, the Servicer and integral multiples of $100,000 the Manager, as applicable, for any unreimbursed Advances and Manager Advances (in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in fulleach case, with interest thereon at the Advance Interest Rate).

Voluntary Decrease. On Except as provided in Section 2.2(d), on any Business Day, upon at least 3 three (3) Business Day’s Days’ prior written notice to each Series 2009-1 Noteholder, each Conduit Investor, each Committed Note Purchaser the Administrative Agent and the TrusteeTrustee in the applicable Weekly Manager’s Certificate, HVF Quarterly Noteholders’ Report, or otherwise substantially in the form set forth in Exhibit A hereto, the IssuerCo-Issuers may decrease the Series 20092019-1 3 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092019-1 3 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092019-1 Excess Collection 3 Class A-1 Distribution Account or, after not later than 10:00 a.m. (New York City time) on the conclusion date specified as the decrease date in the prior written notice referred to above and providing a written report to the Trustee directing the Trustee to distribute in accordance with the order of distribution of principal payments set forth in Section 4.02 of the Series 2009-1 Revolving Period, Class A-1 Note Purchase Agreement (which report shall include the Series 2009-1 Collection Account, calculation of such amounts and instructions for the distributions thereof) an amount (subject to the last sentence of this Section 2.2(b)) up to the sum of all Series 2019-3 Class A-1 Outstanding Principal Collections (or, in the case of the Series 2009-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Principal Amount, to such Terminated Purchaser up Amount equal to the amount of its Investor Group Principal Amountsuch Voluntary Decrease; provided, that to the extent the deposit into the Series 2019-3 Class A-1 Distribution Account described above is not made by 10:00 a.m. (New York City time) on a Business Day, the amount of such withdrawal in accordance with Section 3.5(e) of this Series Supplement; plus, with respect same shall be deemed to each clause above, in accordance with Section 3.06 of the Series 2009-1 Note Purchase Agreement, any associated breakage costs (including Series 2009-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases); provided that HVF shall not effect a Voluntary Decrease pursuant to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation deposited on the frequency of Voluntary Decreases set forth in the immediately preceding proviso; provided further that, in the event that HVF elects to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 2009-1 Note Purchase Agreement, HVF may, from time to time, allocate a Voluntary Decrease solely to such Terminated Purchaser in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject to the immediately preceding sentence, such Voluntary Decrease shall be ratably allocated among the Series 2009-1 Noteholders, based on their respective portion of the Series 0000-0 Xxxxxxxxx Xxxxxxfollowing Business Day. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, be in a minimum principal amount of $5,000,000 and integral multiples of $100,000 as provided in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in full.the Class A-1 Note Purchase

Voluntary Decrease. On any Business Day, upon at least 3 Business Day’s prior notice to each Series 2009-1 Noteholder, each Conduit Investor, each Committed Note Purchaser and the Trustee, HVF may decrease the Series 2009-1 Principal Amount (each such reduction of the Series 2009-1 Principal Amount pursuant to this Section 2.2(b), a “Voluntary Decrease”) by withdrawing from the Series 2009-1 Excess Collection Account or, after the conclusion of the Series 2009-1 Revolving Period, the Series 2009-1 Collection Account, an amount (subject to the last sentence of this Section 2.2(b)) up to the sum of all Principal Collections (or, in the case of the Series 2009-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Principal Amount, to such Terminated Purchaser up to the amount of its Investor Group Principal Amount, the amount of such withdrawal in accordance with Section 3.5(e) of this Series Supplement; plus, with respect to each clause above, any associated breakage costs incurred as a result of such decrease and payable in accordance with Section 3.06 of the Series 2009-1 Note Purchase Agreement, any associated breakage costs (including Series 2009-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases); provided that HVF shall not effect a Voluntary Decrease pursuant to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation on the frequency of Voluntary Decreases set forth in the immediately preceding proviso; provided further that, in the event that HVF elects to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 2009-1 Note Purchase Agreement, HVF may, from time to time, allocate a Voluntary Decrease solely to such Terminated Purchaser in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject to the immediately preceding sentence, such Voluntary Decrease shall be ratably allocated among the Series 2009-1 Noteholders, based on their respective portion of the Series 00002009-0 Xxxxxxxxx Xxxxxx1 Principal Amount. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, in a minimum principal amount of $5,000,000 and integral multiples of $100,000 in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in full.

Voluntary Decrease. On Except as provided in Section 2.2(d) of this Series Supplement, on any Business Day, upon at least 3 Business Day’s prior notice to each Series 2009-1 Noteholder, each Conduit Investor, each Committed Note Purchaser and the Trustee, HVF Master Issuer may decrease the Series 20092022-1 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092022-1 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092022-1 Excess Collection Class A-1 Distribution Account or, after not later than 10:00 a.m. (Eastern time) on the conclusion date specified as the decrease date in the prior written notice referred to below and providing a written report to the Trustee directing the Trustee to distribute in accordance with the Class A-1 Order of the Series 2009-1 Revolving Period, the Series 2009-1 Collection Account, Distribution (i) an amount (subject to the last sentence of this Section 2.2(b)) up to the sum of all Principal Collections (or, in the case of the Series 20092022-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Class A-1 Outstanding Principal Amount, to such Terminated Purchaser up Amount equal to the amount of its Investor Group Principal Amountsuch Voluntary Decrease, the amount of such withdrawal in accordance with Section 3.5(eplus (ii) of this any associated Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 20092022-1 Note Purchase Agreement, any associated breakage costs (including Series 2009-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) Class A-1 Breakage Amounts incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases2022-1 Class A-1 Note Purchase Agreement); provided that HVF to the extent the deposit into the Series 2022-1 Class A-1 Distribution Account described above is made after 3:00 p.m. (Eastern time) on any Business Day, the same shall not effect a Voluntary Decrease pursuant be deemed to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation deposited on the frequency of Voluntary Decreases set forth following Business Day; provided, further, that (x) in the immediately preceding proviso; provided further thatcase of Term SOFR Advances or CP Advances, in the event that HVF elects Master Issuer shall provide written notice no later than 12:00 p.m. (Eastern time) at least three (3) Business Days prior to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 2009-1 Note Purchase Agreement, HVF may, from time to time, allocate a Voluntary Decrease solely to such Terminated Purchaser in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject to the immediately preceding sentence, such Voluntary Decrease and (y) in the case of Base Rate Advances, the Master Issuer (or the Manager on its behalf) shall be ratably allocated among the provide written notice no later than 12:00 p.m. (Eastern time) at least one (1) Business Day prior to such Voluntary Decrease, in each case to each Series 20092022-1 NoteholdersClass A-1 Investor and the Administrative Agent; provided, based on their respective portion further, that the Master Issuer shall provide written notice to the Trustee substantially in the form of the Series 0000-0 Xxxxxxxxx XxxxxxExhibit D of any Voluntary Decrease no later than 12:00 p.m. (Eastern time) at least one (1) Business Day prior to such Voluntary Decrease. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, be in a minimum principal amount of $5,000,000 as provided in the Series 2022-1 Class A-1 Note Purchase Agreement. In connection with any Voluntary Decrease, the Master Issuer shall reimburse the Trustee, the Servicer and integral multiples of $100,000 the Manager, as applicable, for any unreimbursed Advances and Manager Advances (in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in fulleach case, with interest thereon at the Advance Interest Rate).

Voluntary Decrease. On any Business Day, upon at least 3 Business Day’s prior notice to each Series 2009-1 Noteholder, each Conduit Investor, each Committed Note Purchaser and the Trustee, HVF may decrease the Series 2009-1 Principal Amount (each such reduction of the Series 2009-1 Principal Amount pursuant to this Section 2.2(b), a “Voluntary Decrease”) by withdrawing from the Series 2009-1 Excess Collection Account or, after the conclusion of the Series 2009-1 Revolving Period, the Series 2009-1 Collection Account, an amount (subject to the last sentence of this Section 2.2(b)) up to the sum of all Principal Collections (or, in the case of the Series 2009-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Principal Amount, to such Terminated Purchaser up to the amount of its Investor Group Principal AmountNotes, the amount of such withdrawal in accordance with Section 3.5(e) of this Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 2009-1 Note Purchase Agreement, plus any associated breakage costs (including Series 2009-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases); provided that HVF shall not effect a Voluntary Decrease pursuant to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation on the frequency of Voluntary Decreases set forth in the immediately preceding proviso; provided further that, in the event that HVF elects to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 2009-1 Note Purchase Agreement, HVF may, from time to time, allocate a Voluntary Decrease solely to such Terminated Purchaser in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject to the immediately preceding sentence, such Such Voluntary Decrease shall be ratably allocated among the Series 2009-1 Noteholders, based on their respective portion of the Series 0000-0 Xxxxxxxxx Xxxxxx. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, in a minimum principal amount of $5,000,000 and integral multiples of $100,000 in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in fullthereof.

Voluntary Decrease. On Except as provided in Section 2.2(d), on any Business Day, upon at least 3 Business Day’s prior notice to each Series 2009-1 Noteholder, each Conduit Investor, each Committed Note Purchaser and the Trustee, HVF Master Issuer may decrease the Series 20092021-1 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092021-1 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092021-1 Excess Collection Class A-1 Distribution Account or, after not later than 10:00 a.m. (Eastern time) on the conclusion date specified as the decrease date in the prior written notice referred to below and providing a written report to the Trustee directing the Trustee to distribute in accordance with the Class A-1 Order of the Series 2009-1 Revolving Period, the Series 2009-1 Collection Account, Distribution (i) an amount (subject to the last sentence of this Section 2.2(b)) up to the sum of all Principal Collections (or, in the case of the Series 20092021-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Class A-1 Outstanding Principal Amount, to such Terminated Purchaser up Amount equal to the amount of its Investor Group Principal Amountsuch Voluntary Decrease, the amount of such withdrawal in accordance with Section 3.5(eplus (ii) of this any associated Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 20092021-1 Note Purchase Agreement, any associated breakage costs (including Series 2009-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) Class A-1 Breakage Amounts incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases2021-1 Class A-1 Note Purchase Agreement); provided that HVF to the extent the deposit into the Series 2021-1 Class A-1 Distribution Account described above is made after 3:00 p.m. (Eastern time) on any Business Day, the same shall not effect a Voluntary Decrease pursuant be deemed to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation deposited on the frequency of Voluntary Decreases set forth following Business Day; provided, further, that (x) in the immediately preceding proviso; provided further thatcase of Eurodollar Advances or CP Advances, in the event that HVF elects Master Issuer shall provide written notice no later than 12:00 p.m. (Eastern time) at least three (3) Business Days prior to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 2009-1 Note Purchase Agreement, HVF may, from time to time, allocate a Voluntary Decrease solely to such Terminated Purchaser in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject to the immediately preceding sentence, such Voluntary Decrease and (y) in the case of Base Rate Advances, the Master Issuer (or the Manager on its behalf) shall be ratably allocated among provide written notice no later than 12:00 p.m. (Eastern time) at least one (1) Business Day prior to such Voluntary Decrease, in each case to each Series 2021-1 Class A-1 Investor and the Series 20092021-1 NoteholdersClass A-1 Administrative Agent; provided, based on their respective portion further, that the Master Issuer shall provide written notice to the Trustee substantially in the form of the Series 0000-0 Xxxxxxxxx XxxxxxExhibit D of any Voluntary Decrease no later than 12:00 p.m. (Eastern time) at least one (1) Business Day prior to such Voluntary Decrease. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, be in a minimum principal amount of $5,000,000 as provided in the Series 2021-1 Class A-1 Note Purchase Agreement. In connection with any Voluntary Decrease, the Master Issuer shall reimburse the Trustee, the Servicer and integral multiples of $100,000 the Manager, as applicable, for any unreimbursed Advances and Manager Advances (in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in fulleach case, with interest thereon at the Advance Interest Rate).

Voluntary Decrease. On any Business Day, upon at least 3 Business Day’s prior notice to each Series 20092010-1 2 Noteholder, each Conduit Investor, each Committed Note Purchaser and the Trustee, HVF may decrease the Series 20092010-1 2 Principal Amount (each such reduction of the Series 20092010-1 2 Principal Amount pursuant to this Section 2.2(b8.2(b), a “Voluntary Decrease”) by withdrawing from the Series 20092010-1 2 Excess Collection Account or, after the conclusion of the Series 20092010-1 2 Revolving Period, the Series 20092010-1 2 Collection Account, an amount (subject to the last sentence of this Section 2.2(b8.2(b)) up to the sum of all Series 2010-2 Principal Collections (or, in the case of the Series 20092010-1 2 Collection Account, up to the total amount available in such account for payment of principal of the Series 20092010-1 2 Notes) on deposit in such accounts and, in the case of the Series 20092010-1 2 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f9.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 20092010-1 2 Noteholders in respect of principal of the Series 20092010-1 2 Notes or (y) in the event that HVF, subject to Section 3.11 of the Series 20092010-1 2 Note Purchase Agreement, prepays elects to prepay any Terminated Purchaser’s Investor Group Principal Amount, to such Terminated Purchaser up to the amount of its Investor Group Principal Amount, the amount of such withdrawal in accordance with Section 3.5(e9.4(e) of this Series Supplement; plus, plus with respect to each clause (x) and (y) above, in accordance with Section 3.06 of the Series 20092010-1 2 Note Purchase Agreement, any associated breakage costs (including Series 20092010-1 2 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 20092010-1 2 Commercial Paper) incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases); provided that HVF shall not effect a Voluntary Decrease pursuant to this Section 2.2(b8.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation on the frequency of Voluntary Decreases set forth in the immediately preceding proviso; provided further that, in the event that HVF elects to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 2009-1 Note Purchase Agreement, HVF may, from time to time, allocate a Voluntary Decrease solely to such Terminated Purchaser in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject to the immediately preceding sentence, such Voluntary Decrease shall be ratably allocated among the Series 20092010-1 2 Noteholders, based on their respective portion of the Series 0000-0 Xxxxxxxxx Xxxxxx. Each such Voluntary Decrease shall be, in the aggregate for all Series 20092010-1 2 Notes, in a minimum principal amount of $5,000,000 2,500,000 and integral multiples of $100,000 in excess thereof thereof, unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in full.

Voluntary Decrease. On Except as provided in Section 2.2(d), on any Business Day, upon at least 3 three (3) Business Day’s Days’ prior written notice to each the Series 20092022-1 Noteholder, each Conduit Investor, each Committed Note Purchaser Class A-1 Administrative Agent and the TrusteeTrustee in the applicable Weekly Manager’s Certificate, HVF Quarterly Noteholders’ Report, or otherwise substantially in the form set forth in Exhibit A hereto, the Issuer may decrease the Series 20092022-1 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092022-1 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092022-1 Excess Collection Class A-1 Distribution Account or, after not later than 10:00 a.m. (New York City time) on the conclusion date specified as the decrease date in the prior written notice referred to above and providing a written report to the Trustee directing the Trustee to distribute in accordance with the order of distribution of principal payments set forth in Section 4.02 of the Series 20092022-1 Revolving Period, Class A-1 Note Purchase Agreement (which report shall include the calculation of such amounts and the portion thereof payable to each Series 20092022-1 Collection AccountClass A-1-VFN Noteholder, any associated Breakage Amounts and the portion thereof payable to each Series 2022-1 Class A-1-VFN Noteholder, and instructions for the distributions thereof) an amount (subject to the last sentence of this Section 2.2(b)) up to the sum of all Principal Collections (or, in the case of the Series 20092022-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Class A-1 Outstanding Principal Amount, to such Terminated Purchaser up Amount equal to the amount of its Investor Group Principal Amountsuch Voluntary Decrease; provided that to the extent the deposit into the Series 2022-1 Class A-1 Distribution Account described above is not made by 10:00 a.m. (New York City time) on a Business Day, the same shall be deemed to be deposited on the following Business Day. Each such Voluntary Decrease shall be in a minimum principal amount of such withdrawal as provided in accordance with Section 3.5(e) of this Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 20092022-1 Class A-1 Note Purchase Agreement, any . Any associated breakage costs (including Series 20092022-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) Class A-1 Breakage Amounts incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases); provided that HVF shall not effect a Voluntary Decrease pursuant to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation on the frequency of Voluntary Decreases set forth in the immediately preceding proviso; provided further that, in the event that HVF elects to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 20092022-1 Class A-1 Note Purchase Agreement, HVF may, from time ) shall be deposited into the Collection Account for allocation as Series 2022-1 Class A-1 Other Amounts pursuant to time, allocate the Priority of Payments on the Weekly Allocation Date related to the Weekly Manager’s Certificate indicating such Voluntary Decrease. It shall be a condition to any Voluntary Decrease solely that the amount on deposit in the Collection Account is sufficient to such Terminated Purchaser pay the Trustee, the Servicer and the Manager, as applicable, for any unreimbursed Advances and Manager Advances (in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject to each case, with interest thereon at the Advance Interest Rate), if any, on the Weekly Allocation Date immediately preceding sentence, following such Voluntary Decrease shall be ratably allocated among the Series 2009-1 Noteholders, based on their respective portion of the Series 0000-0 Xxxxxxxxx Xxxxxx. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, in a minimum principal amount of $5,000,000 and integral multiples of $100,000 in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in fullDecrease.

Voluntary Decrease. On any Business Day, upon at least 3 three (3) Business Day’s Days’ prior written notice to each the Series 20092022-1 Noteholder, each Conduit Investor, each Committed Note Purchaser Class A-1 Administrative Agent and the TrusteeTrustee in the applicable Weekly Manager’s Certificate, HVF Quarterly Noteholders’ Report, or otherwise substantially in the form set forth in Exhibit D hereto, the Co-Issuers may decrease the Series 20092022-1 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092022-1 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092022-1 Excess Collection Class A-1 Distribution Account or, after not later than 10:00 a.m. (New York City time) on the conclusion date specified as the decrease date in the prior written notice referred to above and providing a written report to the Trustee directing the Trustee to distribute in accordance with the order of distribution of principal payments set forth in Section 4.02 of the Series 20092022-1 Revolving Period, Class A-1 Note Purchase Agreement (which report shall include the Series 2009-1 Collection Account, calculation of such amounts and instructions for the distributions thereof) an amount (subject to the last sentence of this Section 2.2(b)) up to the sum of all Principal Collections (or, in the case of the Series 20092022-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Class A-1 Outstanding Principal Amount, to such Terminated Purchaser up Amount equal to the amount of its Investor Group Principal Amountsuch Voluntary Decrease; provided, that to the extent the deposit into the Series 2022-1 Class A-1 Distribution Account described above is not made by 10:00 a.m. (New York City time) on a Business Day, the same shall be deemed to be deposited on the following Business Day. Each such Voluntary Decrease shall be in a minimum principal amount of such withdrawal as provided in accordance with Section 3.5(e) of this Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 20092022-1 Class A-1 Note Purchase Agreement, any . Any associated breakage costs (including Series 20092022-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) Class A-1 Breakage Amounts incurred as a result of such decrease Voluntary Decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases); provided that HVF shall not effect a Voluntary Decrease pursuant to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation on the frequency of Voluntary Decreases set forth in the immediately preceding proviso; provided further that, in the event that HVF elects to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 20092022-1 Class A-1 Note Purchase Agreement, HVF may, from time ) shall be deposited into the applicable Collection Account(s) as indicated in the related Weekly Manager’s Certificate for allocation as Series 2022-1 Class A-1 Notes Other Amounts pursuant to time, allocate the Priority of Payments on the Weekly Allocation Date related to the Weekly Manager’s Certificate indicating such Voluntary Decrease. It shall be a condition to any Voluntary Decrease solely that the amount on deposit in the Collection Accounts is sufficient to such Terminated Purchaser pay the Trustee, the Servicer and the Managers, as applicable, for any unreimbursed Advances and Manager Advances (in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject to each case, with interest thereon at the Advance Interest Rate), if any, on the Weekly Allocation Date immediately preceding sentence, following such Voluntary Decrease shall be ratably allocated among the Series 2009-1 Noteholders, based on their respective portion of the Series 0000-0 Xxxxxxxxx Xxxxxx. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, in a minimum principal amount of $5,000,000 and integral multiples of $100,000 in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in fullDecrease.

Voluntary Decrease. On any Business Day, upon at least 3 three (3) Business Day’s Days’ prior written notice to each Series 20092015-1 Noteholder, each Conduit Class A-1 Investor, each Committed Note Purchaser the Series 2015-1 Class A-1 Administrative Agent and the Trustee, HVF the Co-Issuers may decrease the Series 20092015-1 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092015-1 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092015-1 Excess Collection Class A-1 Distribution Account or, after not later than 10 a.m. (New York time) on the conclusion date specified as the decrease date in the prior written notice referred to above and providing a written report to the Trustee directing the Trustee to distribute in accordance with the order of distribution of principal payments set forth in Section 4.02 of the Series 20092015-1 Revolving Period, the Series 2009-1 Collection Account, Class A-1 Note Purchase Agreement (i) an amount (subject to the last sentence of this Section 2.2(b)) up to the sum of all Principal Collections (or, in the case of the Series 20092015-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Class A-1 Outstanding Principal Amount, to such Terminated Purchaser up Amount equal to the amount of its Investor Group Principal Amountsuch Voluntary Decrease, the amount of such withdrawal in accordance with Section 3.5(eplus (ii) of this any associated Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 20092015-1 Note Purchase Agreement, any associated breakage costs (including Series 2009-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) Class A-1 Breakage Amounts incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases); provided that HVF shall not effect a Voluntary Decrease pursuant to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation on the frequency of Voluntary Decreases set forth in the immediately preceding proviso; provided further that, in the event that HVF elects to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 20092015-1 Class A-1 Note Purchase Agreement); provided, HVF may, from time to time, allocate a Voluntary Decrease solely to such Terminated Purchaser in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject that to the immediately preceding sentenceextent the deposit into the Series 2015-1 Class A-1 Distribution Account described above is not made by 10 a.m. (New York time) on a Business Day, such Voluntary Decrease the same shall be ratably allocated among deemed to be deposited on the Series 2009-1 Noteholders, based on their respective portion of the Series 0000-0 Xxxxxxxxx Xxxxxxfollowing Business Day. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, be in a minimum principal amount of $5,000,000 as provided in the Series 2015-1 Class A-1 Note Purchase Agreement. In connection with any Voluntary Decrease, the Co-Issuers shall reimburse the Trustee, the Servicer and integral multiples of $100,000 the Manager, as applicable, for any unreimbursed Servicing Advances and Manager Advances (in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in fulleach case, with interest thereon at the Advance Interest Rate).

Voluntary Decrease. On any Business Day, upon at least 3 three (3) Business Day’s Days’ prior written notice substantially in the form of Exhibit E hereto to each Series 20092022-1 Noteholder, each Conduit Class A-1 Investor, each Committed Note Purchaser the Series 2022-1 Class A-1 Administrative Agent and the Trustee, HVF the Co-Issuers may decrease the Series 20092022-1 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092022-1 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b2.02(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092022-1 Excess Collection Class A-1 Distribution Account or, after not later than 10 a.m. (New York time) on the conclusion date specified as the decrease date in the prior written notice referred to above and providing a written report to the Trustee directing the Trustee to distribute in accordance with the order of distribution of principal payments set forth in Section 4.02 of the Series 20092022-1 Revolving Period, the Series 2009-1 Collection Account, Class A-1 Note Purchase Agreement (i) an amount (subject to the last sentence of this Section 2.2(b2.02(b)) up to the sum of all Principal Collections (or, in the case of the Series 20092022-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Class A-1 Outstanding Principal Amount, to such Terminated Purchaser up Amount equal to the amount of its Investor Group Principal Amountsuch Voluntary Decrease, the amount of such withdrawal in accordance with Section 3.5(eplus (ii) of this any associated Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 20092022-1 Note Purchase Agreement, any associated breakage costs (including Series 2009-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) Class A-1 Breakage Amounts incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases); provided that HVF shall not effect a Voluntary Decrease pursuant to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation on the frequency of Voluntary Decreases set forth in the immediately preceding proviso; provided further that, in the event that HVF elects to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 20092022-1 Class A-1 Note Purchase Agreement); provided, HVF may, from time to time, allocate a Voluntary Decrease solely to such Terminated Purchaser in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject that to the immediately preceding sentenceextent the deposit into the Series 2022-1 Class A-1 Distribution Account described above is not made by 10 a.m. (New York time) on a Business Day, such Voluntary Decrease the same shall be ratably allocated among deemed to be deposited on the Series 2009-1 Noteholders, based on their respective portion of the Series 0000-0 Xxxxxxxxx Xxxxxxfollowing Business Day. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, be in a minimum principal amount of $5,000,000 as provided in the Series 2022-1 Class A-1 Note Purchase Agreement. In connection with any Voluntary Decrease, the Co-Issuers shall reimburse the Trustee, the Servicer and integral multiples of $100,000 the Manager, as applicable, for any unreimbursed Servicing Advances and Manager Advances (in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in fulleach case, with interest thereon at the Advance Interest Rate).

Voluntary Decrease. On Except as provided in Section 2.2(d), on any Business Day, upon at least 3 three (3) Business Day’s Days’ prior written notice to each Series 2009-1 Noteholder, each Conduit Investor, each Committed Note Purchaser the Administrative Agent and the TrusteeTrustee in the applicable Weekly Manager’s Certificate, HVF Quarterly Noteholders’ Report, or otherwise substantially in the form set forth in Exhibit A hereto, the Co-Issuers may decrease the Series 20092019-1 3 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092019-1 3 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092019-1 Excess Collection 3 Class A-1 Distribution Account or, after not later than 10:00 a.m. (New York City time) on the conclusion date specified as the decrease date in the prior written notice referred to above and providing a written report to the Trustee directing the Trustee to distribute in accordance with the order of distribution of principal payments set forth in Section 4.02 of the Series 2009-1 Revolving Period, Class A-1 Note Purchase Agreement (which report shall include the Series 2009-1 Collection Account, calculation of such amounts and instructions for the distributions thereof) an amount (subject to the last sentence of this Section 2.2(b)) up to the sum of all Series 2019-3 Class A-1 Outstanding Principal Collections (or, in the case of the Series 2009-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Principal Amount, to such Terminated Purchaser up Amount equal to the amount of its Investor Group Principal Amountsuch Voluntary Decrease; provided, that to the extent the deposit into the Series 2019-3 Class A-1 Distribution Account described above is not made by 10:00 a.m. (New York City time) on a Business Day, the same shall be deemed to be deposited on the following Business Day. Each such Voluntary Decrease shall be in a minimum principal amount of such withdrawal as provided in accordance with Section 3.5(e) of this Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 2009-1 Class A-1 Note Purchase Agreement, any . Any associated breakage costs (including Series 20092019-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) 3 Class A-1 Breakage Amounts incurred as a result of such decrease Voluntary Decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases); provided that HVF shall not effect a Voluntary Decrease pursuant to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation on the frequency of Voluntary Decreases set forth in the immediately preceding proviso; provided further that, in the event that HVF elects to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 2009-1 Class A-1 Note Purchase Agreement, HVF may, from time ) shall be deposited into the applicable Collection Account(s) as indicated in the related Weekly Manager’s Certificate for allocation as Series 2019-3 Class A-1 Notes Other Amounts pursuant to time, allocate the Priority of Payments on the Weekly Allocation Date related to the Weekly Manager’s Certificate indicating such Voluntary Decrease. It shall be a condition to any Voluntary Decrease solely that the amount on deposit in the Collection Accounts is sufficient to such Terminated Purchaser pay the Trustee, the Servicer and the Managers, as applicable, for any unreimbursed Advances and Manager Advances (in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject to each case, with interest thereon at the Advance Interest Rate), if any, on the Weekly Allocation Date immediately preceding sentence, following such Voluntary Decrease shall be ratably allocated among the Series 2009-1 Noteholders, based on their respective portion of the Series 0000-0 Xxxxxxxxx Xxxxxx. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, in a minimum principal amount of $5,000,000 and integral multiples of $100,000 in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in fullDecrease.

Voluntary Decrease. On Except as provided in Section 2.2(d), on any Business Day, upon at least 3 three (3) Business Day’s Days’ prior written notice to each the Series 20092018-1 Noteholder, each Conduit Investor, each Committed Note Purchaser Class A-1 Administrative Agent and the Trustee, HVF substantially in the form set forth in Exhibit A-1-1 hereto, the Issuer may decrease the Series 20092018-1 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092018-1 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092018-1 Excess Collection Class A-1 Distribution Account or, after not later than 10:00 a.m. (New York City time) on the conclusion date specified as the decrease date in the prior written notice referred to above and providing a written report to the Trustee directing the Trustee to distribute in accordance with the order of distribution of principal payments set forth in Section 4.02 of the Series 20092018-1 Revolving Period, Class A-1 Note Purchase Agreement (which report shall include the Series 2009-1 Collection Account, calculation of such amounts and instructions for the distributions thereof) an amount (subject to the last sentence of this Section 2.2(b)) up to the sum of all Principal Collections (or, in the case of the Series 20092018-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Class A-1 Outstanding Principal Amount, to such Terminated Purchaser up Amount equal to the amount of its Investor Group Principal Amountsuch Voluntary Decrease; provided that to the extent the deposit into the Series 2018-1 Class A-1 Distribution Account described above is not made by 10:00 a.m. (New York City time) on a Business Day, the same shall be deemed to be deposited on the following Business Day. Each such Voluntary Decrease shall be in a minimum principal amount of such withdrawal as provided in accordance with Section 3.5(e) of this Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 20092018-1 Class A-1 Note Purchase Agreement, any . Any associated breakage costs (including Series 20092018-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) Class A-1 Breakage Amounts incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases); provided that HVF shall not effect a Voluntary Decrease pursuant to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation on the frequency of Voluntary Decreases set forth in the immediately preceding proviso; provided further that, in the event that HVF elects to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 20092018-1 Class A-1 Note Purchase Agreement, HVF may, from time ) shall be deposited in the Collection Account for allocation pursuant to time, allocate the Priority of Payments. It shall be a condition to any Voluntary Decrease solely that the amount on deposit in the Collection Account is sufficient to such Terminated Purchaser pay the Trustee, the Servicer and the Manager, as applicable, for any unreimbursed Advances and Manager Advances (in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject to each case, with interest thereon at the Advance Interest Rate), if any, on the Weekly Allocation Date immediately preceding sentence, following such Voluntary Decrease shall be ratably allocated among the Series 2009-1 Noteholders, based on their respective portion of the Series 0000-0 Xxxxxxxxx Xxxxxx. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, in a minimum principal amount of $5,000,000 and integral multiples of $100,000 in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in fullDecrease.

Voluntary Decrease. On any Business Day, upon at least 3 three (3) Business Day’s Days’ prior written notice to each Series 20092021-1 Noteholder, each Conduit Class A-1 Investor, each Committed Note Purchaser the Series 2021-1 Class A-1 Administrative Agent and the Trustee, HVF the Co-Issuers may decrease the Series 20092021-1 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092021-1 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b2.02(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092021-1 Excess Collection Class A-1 Distribution Account or, after not later than 10 a.m. (New York time) on the conclusion date specified as the decrease date in the prior written notice referred to above and providing a written report to the Trustee directing the Trustee to distribute in accordance with the order of distribution of principal payments set forth in Section 4.02 of the Series 20092021-1 Revolving Period, the Series 2009-1 Collection Account, Class A-1 Note Purchase Agreement (i) an amount (subject to the last sentence of this Section 2.2(b2.02(b)) up to the sum of all Principal Collections (or, in the case of the Series 20092021-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Class A-1 Outstanding Principal Amount, to such Terminated Purchaser up Amount equal to the amount of its Investor Group Principal Amountsuch Voluntary Decrease, the amount of such withdrawal in accordance with Section 3.5(eplus (ii) of this any associated Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 20092021-1 Note Purchase Agreement, any associated breakage costs (including Series 2009-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) Class A-1 Breakage Amounts incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases); provided that HVF shall not effect a Voluntary Decrease pursuant to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation on the frequency of Voluntary Decreases set forth in the immediately preceding proviso; provided further that, in the event that HVF elects to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 20092021-1 Class A-1 Note Purchase Agreement); provided, HVF may, from time to time, allocate a Voluntary Decrease solely to such Terminated Purchaser in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject that to the immediately preceding sentenceextent the deposit into the Series 2021-1 Class A-1 Distribution Account described above is not made by 10 a.m. (New York time) on a Business Day, such Voluntary Decrease the same shall be ratably allocated among deemed to be deposited on the Series 2009-1 Noteholders, based on their respective portion of the Series 0000-0 Xxxxxxxxx Xxxxxxfollowing Business Day. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, be in a minimum principal amount of $5,000,000 as provided in the Series 2021-1 Class A-1 Note Purchase Agreement. In connection with any Voluntary Decrease, the Co-Issuers shall reimburse the Trustee, the Servicer and integral multiples of $100,000 the Manager, as applicable, for any unreimbursed Servicing Advances and Manager Advances (in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in fulleach case, with interest thereon at the Advance Interest Rate).

Voluntary Decrease. On Except as provided in Section 2.2(d), on any Business Day, upon at least 3 three (3) Business Day’s Days’ prior written notice to each the Series 20092020-1 Noteholder, each Conduit Investor, each Committed Note Purchaser Class A-1 Administrative Agent and the TrusteeTrustee in the applicable Weekly Manager’s Certificate, HVF Quarterly Noteholders’ Report, or otherwise substantially in the form set forth in Exhibit A hereto, the Issuer may decrease the Series 20092020-1 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092020-1 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092020-1 Excess Collection Class A-1 Distribution Account or, after not later than 10:00 a.m. (New York City time) on the conclusion date specified as the decrease date in the prior written notice referred to above and providing a written report to the Trustee directing the Trustee to distribute in accordance with the order of distribution of principal payments set forth in Section 4.02 of the Series 20092020-1 Revolving Period, Class A-1 Note Purchase Agreement (which report shall include the Series 2009-1 Collection Account, calculation of such amounts and instructions for the distributions thereof) an amount (subject to the last sentence of this Section 2.2(b)) up to the sum of all Principal Collections (or, in the case of the Series 20092020-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Class A-1 Outstanding Principal Amount, to such Terminated Purchaser up Amount equal to the amount of its Investor Group Principal Amountsuch Voluntary Decrease; provided that to the extent the deposit into the Series 2020-1 Class A-1 Distribution Account described above is not made by 10:00 a.m. (New York City time) on a Business Day, the same shall be deemed to be deposited on the following Business Day. Each such Voluntary Decrease shall be in a minimum principal amount of such withdrawal as provided in accordance with Section 3.5(e) of this Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 20092020-1 Class A-1 Note Purchase Agreement, any . Any associated breakage costs (including Series 2009-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) Breakage Amounts incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases); provided that HVF shall not effect a Voluntary Decrease pursuant to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation on the frequency of Voluntary Decreases set forth in the immediately preceding proviso; provided further that, in the event that HVF elects to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 20092020-1 Class A-1 Note Purchase Agreement, HVF may, from time ) shall be deposited into the Collection Account for allocation as Series 2020-1 Class A-1 Other Amounts pursuant to time, allocate the Priority of Payments on the Weekly Allocation Date related to the Weekly Manager’s Certificate indicating such Voluntary Decrease. It shall be a condition to any Voluntary Decrease solely that the amount on deposit in the Collection Account is sufficient to such Terminated Purchaser pay the Trustee, the Servicer and the Manager, as applicable, for any unreimbursed Advances and Manager Advances (in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject to each case, with interest thereon at the Advance Interest Rate), if any, on the Weekly Allocation Date immediately preceding sentence, following such Voluntary Decrease shall be ratably allocated among the Series 2009-1 Noteholders, based on their respective portion of the Series 0000-0 Xxxxxxxxx Xxxxxx. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, in a minimum principal amount of $5,000,000 and integral multiples of $100,000 in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in fullDecrease.

Voluntary Decrease. On Except as provided in Section 2.2(d), on any Business Day, upon at least 3 three (3) Business Day’s Days’ prior written notice to each the Series 20092018-1 Noteholder, each Conduit Investor, each Committed Note Purchaser Class A-1 Administrative Agent and the Trustee, HVF the Co-Issuers may decrease the Series 20092018-1 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092018-1 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092018-1 Excess Collection Class A-1 Distribution Account or, after not later than 10:00 a.m. (New York City time) on the conclusion date specified as the decrease date in the prior written notice referred to above and providing a written report to the Trustee directing the Trustee to distribute in accordance with the order of distribution of principal payments set forth in Section 4.02 of the Series 20092018-1 Revolving Period, Class A-1 Note Purchase Agreement (which report shall include the Series 2009-1 Collection Account, calculation of such amounts and instructions for the distributions thereof) an amount (subject to the last sentence of this Section 2.2(b)) up to the sum of all Principal Collections (or, in the case of the Series 20092018-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Class A-1 Outstanding Principal Amount, to such Terminated Purchaser up Amount equal to the amount of its Investor Group Principal Amountsuch Voluntary Decrease; provided that to the extent the deposit into the Series 2018-1 Class A-1 Distribution Account described above is not made by 10:00 a.m. (New York City time) on a Business Day, the same shall be deemed to be deposited on the following Business Day. Each such Voluntary Decrease shall be in a minimum principal amount of such withdrawal as provided in accordance with Section 3.5(e) of this Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 20092018-1 Class A-1 Note Purchase Agreement, any . Any associated breakage costs (including Series 2009-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) Breakage Amounts incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases); provided that HVF shall not effect a Voluntary Decrease pursuant to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation on the frequency of Voluntary Decreases set forth in the immediately preceding proviso; provided further that, in the event that HVF elects to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 20092018-1 Class A-1 Note Purchase Agreement, HVF may, from time ) shall be allocated as Series 2018-1 Class A-1 Other Amounts pursuant to time, allocate the Priority of Payments on the Weekly Allocation Date related to the Weekly Manager’s Certificate including such Voluntary Decrease. It shall be a condition to any Voluntary Decrease solely that the amount on deposit in the Collection Account is sufficient to such Terminated Purchaser pay the Trustee, the Servicer and the Manager, as applicable, for any unreimbursed Advances and Manager Advances (in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject to each case, with interest thereon at the Advance Interest Rate), if any, on the Weekly Allocation Date immediately preceding sentence, following such Voluntary Decrease shall be ratably allocated among the Series 2009-1 Noteholders, based on their respective portion of the Series 0000-0 Xxxxxxxxx Xxxxxx. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, in a minimum principal amount of $5,000,000 and integral multiples of $100,000 in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in fullDecrease.

Voluntary Decrease. On Except as provided in Section 2.2(d), on any Business Day, upon at least 3 Business Day’s prior notice to each Series 2009-1 Noteholder, each Conduit Investor, each Committed Note Purchaser and the Trustee, HVF Master Issuer may decrease the Series 20092019-1 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092019-1 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092019-1 Excess Collection Class A-1 Distribution Account or, after not later than 10:00 a.m. (Eastern time) on the conclusion date specified as the decrease date in the prior written notice referred to below and providing a written report to the Trustee directing the Trustee to distribute in accordance with the Class A-1 Order of the Series 2009-1 Revolving Period, the Series 2009-1 Collection Account, Distribution (i) an amount (subject to the last sentence of this Section 2.2(b)) up to the sum of all Principal Collections (or, in the case of the Series 20092019-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Class A-1 Outstanding Principal Amount, to such Terminated Purchaser up Amount equal to the amount of its Investor Group Principal Amountsuch Voluntary Decrease, the amount of such withdrawal in accordance with Section 3.5(eplus (ii) of this any associated Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 20092019-1 Note Purchase Agreement, any associated breakage costs (including Series 2009-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) Class A-1 Breakage Amounts incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases2019-1 Class A-1 Note Purchase Agreement); provided that HVF to the extent the deposit into the Series 2019-1 Class A-1 Distribution Account described above is made after 3:00 p.m. (Eastern time) on any Business Day, the same shall not effect a Voluntary Decrease pursuant be deemed to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation deposited on the frequency of Voluntary Decreases set forth following Business Day; provided, further, that (x) in the immediately preceding proviso; provided further thatcase of Eurodollar Advances or CP Advances, in the event that HVF elects Master Issuer shall provide written notice no later than 12:00 p.m. (Eastern time) at least three (3) Business Days prior to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 2009-1 Note Purchase Agreement, HVF may, from time to time, allocate a Voluntary Decrease solely to such Terminated Purchaser in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject to the immediately preceding sentence, such Voluntary Decrease and (y) in the case of Base Rate Advances, the Master Issuer (or the Manager on its behalf) shall be ratably allocated among provide written notice no later than 12:00 p.m. (Eastern time) at least one (1) Business Day prior to such Voluntary Decrease, in each case to each Series 2019-1 Class A-1 Investor and the Series 20092019-1 NoteholdersClass A-1 Administrative Agent; provided, based on their respective portion further, that the Master Issuer shall provide written notice to the Trustee substantially in the form of the Series 0000-0 Xxxxxxxxx XxxxxxExhibit D of any Voluntary Decrease no later than 12:00 p.m. (Eastern time) at least one (1) Business Day prior to such Voluntary Decrease. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, be in a minimum principal amount of $5,000,000 as provided in the Series 2019-1 Class A-1 Note Purchase Agreement. In connection with any Voluntary Decrease, the Master Issuer shall reimburse the Trustee, the Servicer and integral multiples of $100,000 the Manager, as applicable, for any unreimbursed Advances and Manager Advances (in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in fulleach case, with interest thereon at the Advance Interest Rate).

Voluntary Decrease. On any Business Day, upon at least 3 Business Day’s prior notice to each Series 2009-1 Noteholder, each Conduit Investor, each Committed Note Purchaser and the Trustee, HVF Master Issuer may decrease the Series 20092020-1 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092020-1 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092020-1 Excess Collection Class A-1 Distribution Account or, after not later than 10:00 a.m. (Eastern time) on the conclusion date specified as the decrease date in the prior written notice referred to below and providing a written report to the Trustee directing the Trustee to distribute in accordance with the Class A-1 Order of the Series 2009-1 Revolving Period, the Series 2009-1 Collection Account, Distribution (i) an amount (subject to the last sentence of this Section 2.2(b)) up to the sum of all Principal Collections (or, in the case of the Series 20092020-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Class A-1 Outstanding Principal Amount, to such Terminated Purchaser up Amount equal to the amount of its Investor Group Principal Amountsuch Voluntary Decrease, the amount of such withdrawal in accordance with Section 3.5(eplus (ii) of this any associated Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 20092020-1 Note Purchase Agreement, any associated breakage costs (including Series 2009-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) Class A-1 Breakage Amounts incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases2020-1 Class A-1 Note Purchase Agreement); provided that HVF to the extent the deposit into the Series 2020-1 Class A-1 Distribution Account described above is made after 3:00 p.m. (Eastern time) on any Business Day, the same shall not effect a Voluntary Decrease pursuant be deemed to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation deposited on the frequency of Voluntary Decreases set forth following Business Day; provided, further, that (x) in the immediately preceding proviso; provided further thatcase of Eurodollar Advances or CP Advances, in the event that HVF elects Master Issuer shall provide written notice no later than 12:00 p.m. (Eastern time) at least three (3) Business Days prior to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 2009-1 Note Purchase Agreement, HVF may, from time to time, allocate a Voluntary Decrease solely to such Terminated Purchaser in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject to the immediately preceding sentence, such Voluntary Decrease and (y) in the case of Base Rate Advances, the Master Issuer (or the Manager on its behalf) shall be ratably allocated among provide written notice no later than 12:00 p.m. (Eastern time) at least one (1) Business Day prior to such Voluntary Decrease, in each case to each Series 2020-1 Class A-1 Investor and the Series 20092020-1 NoteholdersClass A-1 Administrative Agent; provided, based on their respective portion further, that the Master Issuer shall provide written notice to the Trustee substantially in the form of the Series 0000-0 Xxxxxxxxx XxxxxxExhibit D of any Voluntary Decrease no later than 12:00 p.m. (Eastern time) at least one (1) Business Day prior to such Voluntary Decrease. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, be in a minimum principal amount of $5,000,000 as provided in the Series 2020-1 Class A-1 Note Purchase Agreement. In connection with any Voluntary Decrease, the Master Issuer shall reimburse the Trustee, the Servicer and integral multiples of $100,000 the Manager, as applicable, for any unreimbursed Advances and Manager Advances (in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in fulleach case, with interest thereon at the Advance Interest Rate).

Voluntary Decrease. On any Business Day, upon at least 3 three (3) Business Day’s Days’ prior written notice to each Series 20092017-1 Noteholder, each Conduit Class A-1 Investor, each Committed Note Purchaser the Series 2017-1 Class A-1 Administrative Agent and the Trustee, HVF the Co-Issuers may decrease the Series 20092017-1 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092017-1 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092017-1 Excess Collection Class A-1 Distribution Account or, after not later than 10 a.m. (New York time) on the conclusion date specified as the decrease date in the prior written notice referred to above and providing a written report to the Trustee directing the Trustee to distribute in accordance with the order of distribution of principal payments set forth in Section 4.02 of the Series 20092017-1 Revolving Period, the Series 2009-1 Collection Account, Class A-1 Note Purchase Agreement (i) an amount (subject to the last sentence of this Section 2.2(b)) up to the sum of all Principal Collections (or, in the case of the Series 20092017-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Class A-1 Outstanding Principal Amount, to such Terminated Purchaser up Amount equal to the amount of its Investor Group Principal Amountsuch Voluntary Decrease, the amount of such withdrawal in accordance with Section 3.5(eplus (ii) of this any associated Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 20092017-1 Note Purchase Agreement, any associated breakage costs (including Series 2009-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) Class A-1 Breakage Amounts incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases); provided that HVF shall not effect a Voluntary Decrease pursuant to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation on the frequency of Voluntary Decreases set forth in the immediately preceding proviso; provided further that, in the event that HVF elects to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 20092017-1 Class A-1 Note Purchase Agreement); provided, HVF may, from time to time, allocate a Voluntary Decrease solely to such Terminated Purchaser in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject that to the immediately preceding sentenceextent the deposit into the Series 2017-1 Class A-1 Distribution Account described above is not made by 10 a.m. (New York time) on a Business Day, such Voluntary Decrease the same shall be ratably allocated among deemed to be deposited on the Series 2009-1 Noteholders, based on their respective portion of the Series 0000-0 Xxxxxxxxx Xxxxxxfollowing Business Day. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, be in a minimum principal amount of $5,000,000 as provided in the Series 2017-1 Class A-1 Note Purchase Agreement. In connection with any Voluntary Decrease, the Co-Issuers shall reimburse the Trustee, the Servicer and integral multiples of $100,000 the Manager, as applicable, for any unreimbursed Servicing Advances and Manager Advances (in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in fulleach case, with interest thereon at the Advance Interest Rate).

Voluntary Decrease. On Except as provided in Section 2.2(d), on any Business Day, upon at least 3 Business Day’s prior notice to each Series 2009-1 Noteholder, each Conduit Investor, each Committed Note Purchaser and the Trustee, HVF Issuer may decrease the Series 20092016-1 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092016-1 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092016-1 Excess Collection Class A-1 Distribution Account or, after not later than 10:00 a.m. (New York City time) on the conclusion date specified as the decrease date in the prior written notice referred to below and providing a written report to the Trustee directing the Trustee to distribute in accordance with the order of distribution of principal payments set forth in Section 4.02 of the Series 2009-1 Revolving Period, Class A-1 Note Purchase Agreement (which report shall include the Series 2009-1 Collection Account, calculation of such amounts and instructions for the distributions thereof) an amount (subject to the last sentence of this Section 2.2(b)) up to the sum Series 2016-1 Class A-1 Outstanding Principal Amount equal to the amount of all Principal Collections such Voluntary Decrease; provided that to the extent the deposit into the Series 2016-1 Class A-1 Distribution Account described above is not made by 10:00 a.m. (orNew York City time) on a Business Day, the same shall be deemed to be deposited on the following Business Day; provided, further, that (x) in the case of Eurodollar Advances or CP Advances, the Series 2009-1 Collection Account, up Issuer shall provide written notice no later than 12:00 p.m. (New York City time) at least three (3) Business Days prior to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVFcase of Base Rate Advances, subject the Issuer shall provide written notice no later than 12:00 p.m. (New York City time) at least two (2) Business Days prior to Section 3.11 of such Voluntary Decrease, in each case to the Series 20092016-1 Class A-1 Administrative Agent and the Trustee. Each such Voluntary Decrease shall be in a minimum principal amount as provided in the Class A-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Principal Amount, to such Terminated Purchaser up to the amount of its Investor Group Principal Amount, the amount of such withdrawal in accordance with Section 3.5(e) of this . Any associated Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 20092016-1 Note Purchase Agreement, any associated breakage costs (including Series 2009-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) Class A-1 Breakage Amounts incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases); provided that HVF shall not effect a Voluntary Decrease pursuant to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation on the frequency of Voluntary Decreases set forth in the immediately preceding proviso; provided further that, in the event that HVF elects to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 2009-1 Class A-1 Note Purchase Agreement, HVF may, from time ) shall be deposited in the Collection Account for allocation pursuant to time, allocate the Priority of Payments. It shall be a condition to any Voluntary Decrease solely that the amount on deposit in the Collection Account is sufficient to such Terminated Purchaser pay the Trustee, the Servicer and the Manager, as applicable, for any unreimbursed Advances and Manager Advances (in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject to each case, with interest thereon at the Advance Interest Rate), if any, on the Weekly Allocation Date immediately preceding sentence, following such Voluntary Decrease shall be ratably allocated among the Series 2009-1 Noteholders, based on their respective portion of the Series 0000-0 Xxxxxxxxx Xxxxxx. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, in a minimum principal amount of $5,000,000 and integral multiples of $100,000 in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in fullDecrease.

Voluntary Decrease. On Except as provided in Section 2.2(d), on any Business Day, upon at least 3 three (3) Business Day’s Days’ prior written notice substantially in the form of Exhibit D hereto to each the Series 20092022-1 Noteholder, each Conduit Investor, each Committed Note Purchaser Class A-1 Administrative Agent and the Trustee, HVF the Co-Issuers may decrease the Series 20092022-1 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092022-1 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092022-1 Excess Collection Class A-1 Distribution Account or, after not later than 12:00 p.m. (New York City time) on the conclusion date specified as the decrease date in the prior written notice referred to above and providing a written report to the Trustee directing the Trustee to distribute in accordance with the order of distribution of principal payments set forth in Section 4.02 of the Series 20092022-1 Revolving Period, Class A-1 Note Purchase Agreement (which report shall include the Series 2009-1 Collection Account, calculation of such amounts and instructions for the distributions thereof) an amount (subject to the last sentence of this Section 2.2(b)) up to the sum of all Principal Collections (or, in the case of the Series 20092022-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Class A-1 Outstanding Principal Amount, to such Terminated Purchaser up Amount equal to the amount of its Investor Group Principal Amountsuch Voluntary Decrease; provided that to the extent the deposit into the Series 2022-1 Class A-1 Distribution Account described above is not made by 12:00 p.m. (New York City time) on a Business Day, the same shall be deemed to be deposited on the following Business Day. Each such Voluntary Decrease shall be in a minimum principal amount of such withdrawal as provided in accordance with Section 3.5(e) of this Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 20092022-1 Class A-1 Note Purchase Agreement, any . Any associated breakage costs (including Series 2009-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) Breakage Amounts incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases); provided that HVF shall not effect a Voluntary Decrease pursuant to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation on the frequency of Voluntary Decreases set forth in the immediately preceding proviso; provided further that, in the event that HVF elects to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 20092022-1 Class A-1 Note Purchase Agreement, HVF may, from time ) shall be allocated as Series 2022-1 Class A-1 Other Amounts pursuant to time, allocate the Priority of Payments on the Weekly Allocation Date related to the Weekly Manager’s Certificate including such Voluntary Decrease. It shall be a condition to any Voluntary Decrease solely that the amount on deposit in the Collection Account is sufficient to such Terminated Purchaser pay the Trustee, the Servicer and the Manager, as applicable, for any unreimbursed Advances and Manager Advances (in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject to each case, with interest thereon at the Advance Interest Rate), if any, on the Weekly Allocation Date immediately preceding sentence, following such Voluntary Decrease shall be ratably allocated among the Series 2009-1 Noteholders, based on their respective portion of the Series 0000-0 Xxxxxxxxx Xxxxxx. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, in a minimum principal amount of $5,000,000 and integral multiples of $100,000 in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in fullDecrease.

Voluntary Decrease. On any Business Day, upon at least 3 three (3) Business Day’s Days’ prior written notice to each Series 20092019-1 Noteholder, each Conduit Class A-1 Investor, each Committed Note Purchaser the Series 2019-1 Class A-1 Administrative Agent and the Trustee, HVF the Co-Issuers may decrease the Series 20092019-1 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092019-1 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b2.02(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092019-1 Excess Collection Class A-1 Distribution Account or, after not later than 10 a.m. (New York time) on the conclusion date specified as the decrease date in the prior written notice referred to above and providing a written report to the Trustee directing the Trustee to distribute in accordance with the order of distribution of principal payments set forth in Section 4.02 of the Series 20092019-1 Revolving Period, the Series 2009-1 Collection Account, Class A-1 Note Purchase Agreement (i) an amount (subject to the last sentence of this Section 2.2(b2.02(b)) up to the sum of all Principal Collections (or, in the case of the Series 20092019-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Class A-1 Outstanding Principal Amount, to such Terminated Purchaser up Amount equal to the amount of its Investor Group Principal Amountsuch Voluntary Decrease, the amount of such withdrawal in accordance with Section 3.5(eplus (ii) of this any associated Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 20092019-1 Note Purchase Agreement, any associated breakage costs (including Series 2009-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) Class A-1 Breakage Amounts incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases); provided that HVF shall not effect a Voluntary Decrease pursuant to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation on the frequency of Voluntary Decreases set forth in the immediately preceding proviso; provided further that, in the event that HVF elects to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 20092019-1 Class A-1 Note Purchase Agreement); provided, HVF may, from time to time, allocate a Voluntary Decrease solely to such Terminated Purchaser in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject that to the immediately preceding sentenceextent the deposit into the Series 2019-1 Class A-1 Distribution Account described above is not made by 10 a.m. (New York time) on a Business Day, such Voluntary Decrease the same shall be ratably allocated among deemed to be deposited on the Series 2009-1 Noteholders, based on their respective portion of the Series 0000-0 Xxxxxxxxx Xxxxxxfollowing Business Day. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, be in a minimum principal amount of $5,000,000 as provided in the Series 2019-1 Class A-1 Note Purchase Agreement. In connection with any Voluntary Decrease, the Co-Issuers shall reimburse the Trustee, the Servicer and integral multiples of $100,000 the Manager, as applicable, for any unreimbursed Servicing Advances and Manager Advances (in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in fulleach case, with interest thereon at the Advance Interest Rate).

Voluntary Decrease. On Except as provided in Section 2.2(d), on any Business Day, upon at least 3 three (3) Business Day’s Days’ prior written notice to each the Series 20092020-1 Noteholder, each Conduit Investor, each Committed Note Purchaser Class A-1 Administrative Agent and the TrusteeTrustee in the applicable Weekly Manager’s Certificate, HVF Quarterly Noteholders’ Report, or otherwise substantially in the form set forth in Exhibit A hereto, the Issuer may decrease the Series 20092020-1 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092020-1 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092020-1 Excess Collection Class A-1 Distribution Account or, after not later than 10:00 a.m. (New York City time) on the conclusion date specified as the decrease date in the prior written notice referred to above and providing a written report to the Trustee directing the Trustee to distribute in accordance with the order of distribution of principal payments set forth in Section 4.02 of the Series 20092020-1 Revolving Period, Class A-1 Note Purchase Agreement (which report shall include the Series 2009-1 Collection Account, calculation of such amounts and instructions for the distributions thereof) an amount (subject to the last sentence of this Section 2.2(b)) up to the sum of all Principal Collections (or, in the case of the Series 20092020-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Class A-1 Outstanding Principal Amount, to such Terminated Purchaser up Amount equal to the amount of its Investor Group Principal Amountsuch Voluntary Decrease; provided that to the extent the deposit into the Series 2020-1 Class A-1 Distribution Account described above is not made by 10:00 a.m. (New York City time) on a Business Day, the same shall be deemed to be deposited on the following Business Day. Each such Voluntary Decrease shall be in a minimum principal amount of such withdrawal as provided in accordance with Section 3.5(e) of this Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 20092020-1 Class A-1 Note Purchase Agreement, any . Any associated breakage costs (including Series 20092020-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) Class A-1 Breakage Amounts incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases); provided that HVF shall not effect a Voluntary Decrease pursuant to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation on the frequency of Voluntary Decreases set forth in the immediately preceding proviso; provided further that, in the event that HVF elects to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 20092020-1 Class A-1 Note Purchase Agreement, HVF may, from time ) shall be deposited into the Collection Account for allocation as Series 2020-1 Class A-1 Other Amounts pursuant to time, allocate the Priority of Payments on the Weekly Allocation Date related to the Weekly Manager’s Certificate indicating such Voluntary Decrease. It shall be a condition to any Voluntary Decrease solely that the amount on deposit in the Collection Account is sufficient to such Terminated Purchaser pay the Trustee, the Servicer and the Manager, as applicable, for any unreimbursed Advances and Manager Advances (in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject to each case, with interest thereon at the Advance Interest Rate), if any, on the Weekly Allocation Date immediately preceding sentence, following such Voluntary Decrease shall be ratably allocated among the Series 2009-1 Noteholders, based on their respective portion of the Series 0000-0 Xxxxxxxxx Xxxxxx. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, in a minimum principal amount of $5,000,000 and integral multiples of $100,000 in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in fullDecrease.

Voluntary Decrease. On Except as provided in Section 2.02(d), on any Business Day, upon at least 3 Business Day’s prior notice to each Series 2009-1 Noteholder, each Conduit Investor, each Committed Note Purchaser and the Trustee, HVF Master Issuer may decrease the Series 20092022-1 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092022-1 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b2.02(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092022-1 Excess Collection Class A-1 Distribution Account or, after not later than 10:00 a.m. (Eastern time) on the conclusion date specified as the decrease date in the prior written notice referred to below and providing a written report to the Trustee directing the Trustee to distribute in accordance with the Class A-1 Order of the Series 2009-1 Revolving Period, the Series 2009-1 Collection Account, Distribution (i) an amount (subject to the last sentence of this Section 2.2(b2.02(b)) up to the sum of all Principal Collections (or, in the case of the Series 20092022-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Class A-1 Outstanding Principal Amount, to such Terminated Purchaser up Amount equal to the amount of its Investor Group Principal Amountsuch Voluntary Decrease, the amount of such withdrawal in accordance with Section 3.5(eplus (ii) of this any associated Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 20092022-1 Note Purchase Agreement, any associated breakage costs (including Series 2009-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) Class A-1 Breakage Amounts incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases2022-1 Class A-1 Note Purchase Agreement); provided that HVF to the extent the deposit into the Series 2022-1 Class A-1 Distribution Account described above is made after 3:00 p.m. (Eastern time) on any Business Day, the same shall not effect a Voluntary Decrease pursuant be deemed to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation deposited on the frequency of Voluntary Decreases set forth following Business Day; provided, further, that (x) in the immediately preceding proviso; provided further thatcase of Eurodollar Advances or CP Advances, in the event that HVF elects Master Issuer shall provide written notice no later than 12:00 p.m. (Eastern time) at least three (3) Business Days prior to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 2009-1 Note Purchase Agreement, HVF may, from time to time, allocate a Voluntary Decrease solely to such Terminated Purchaser in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject to the immediately preceding sentence, such Voluntary Decrease and (y) in the case of Base Rate Advances, the Master Issuer shall be ratably allocated among the provide written notice no later than 12:00 p.m. (Eastern time) at least one (1) Business Day prior to such Voluntary Decrease, in each case to each Series 20092022-1 NoteholdersClass A-1 Investor and the Administrative Agent; provided, based on their respective portion further, that the Master Issuer shall provide written notice substantially in the form of Exhibit D hereto to the Series 0000-0 Xxxxxxxxx XxxxxxTrustee of any Voluntary Decrease no later than 12:00 p.m. (Eastern time) at least one (1) Business Day prior to such Voluntary Decrease. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, be in a minimum principal amount of $5,000,000 as provided in the Series 2022-1 Class A-1 Note Purchase Agreement. In connection with any Voluntary Decrease, the Master Issuer shall reimburse the Trustee, the Servicer and integral multiples of $100,000 the Manager, as applicable, for any unreimbursed Advances and Manager Advances (in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in fulleach case, with interest thereon at the Advance Interest Rate).

Voluntary Decrease. On Except as provided in Section 2.2(d), on any Business Day, upon at least 3 three (3) Business Day’s Days’ prior written notice to each the Series 20092019-1 Noteholder, each Conduit Investor, each Committed Note Purchaser Class A-1 Administrative Agent and the Trustee, HVF the Co-Issuers may decrease the Series 20092019-1 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092019-1 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092019-1 Excess Collection Class A-1 Distribution Account or, after not later than 10:00 a.m. (New York City time) on the conclusion date specified as the decrease date in the prior written notice referred to above and providing a written report to the Trustee directing the Trustee to distribute in accordance with the order of distribution of principal payments set forth in Section 4.02 of the Series 20092019-1 Revolving Period, Class A-1 Note Purchase Agreement (which report shall include the Series 2009-1 Collection Account, calculation of such amounts and instructions for the distributions thereof) an amount (subject to the last sentence of this Section 2.2(b)) up to the sum of all Principal Collections (or, in the case of the Series 20092019-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Class A-1 Outstanding Principal Amount, to such Terminated Purchaser up Amount equal to the amount of its Investor Group Principal Amountsuch Voluntary Decrease; provided that to the extent the deposit into the Series 2019-1 Class A-1 Distribution Account described above is not made by 10:00 a.m. (New York City time) on a Business Day, the same shall be deemed to be deposited on the following Business Day. Each such Voluntary Decrease shall be in a minimum principal amount of such withdrawal as provided in accordance with Section 3.5(e) of this Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 20092019-1 Class A-1 Note Purchase Agreement, any . Any associated breakage costs (including Series 2009-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) Breakage Amounts incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases); provided that HVF shall not effect a Voluntary Decrease pursuant to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation on the frequency of Voluntary Decreases set forth in the immediately preceding proviso; provided further that, in the event that HVF elects to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 20092019-1 Class A-1 Note Purchase Agreement, HVF may, from time ) shall be allocated as Series 2019-1 Class A-1 Other Amounts pursuant to time, allocate the Priority of Payments on the Weekly Allocation Date related to the Weekly Manager’s Certificate including such Voluntary Decrease. It shall be a condition to any Voluntary Decrease solely that the amount on deposit in the Collection Account is sufficient to such Terminated Purchaser pay the Trustee, the Servicer and the Manager, as applicable, for any unreimbursed Advances and Manager Advances (in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject to each case, with interest thereon at the Advance Interest Rate), if any, on the Weekly Allocation Date immediately preceding sentence, following such Voluntary Decrease shall be ratably allocated among the Series 2009-1 Noteholders, based on their respective portion of the Series 0000-0 Xxxxxxxxx Xxxxxx. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, in a minimum principal amount of $5,000,000 and integral multiples of $100,000 in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in fullDecrease.

Voluntary Decrease. On Except as provided in Section 2.2(d), on any Business Day, upon at least 3 three (3) Business Day’s Days’ prior written notice to each the Series 20092017-1 Noteholder, each Conduit Investor, each Committed Note Purchaser Class A-1 Funding Administrative Agent and the Trustee, HVF the Co-Issuers may decrease the Series 20092017-1 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092017-1 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092017-1 Excess Collection Class A-1 Distribution Account or, after not later than 10:00 a.m. (New York City time) on the conclusion date specified as the decrease date in the prior written notice referred to above and providing a written report to the Trustee directing the Trustee to distribute in accordance with the order of distribution of principal payments set forth in Section 4.02 of the Series 20092017-1 Revolving Period, Class A-1 Note Purchase Agreement (which report shall include the Series 2009-1 Collection Account, calculation of such amounts and instructions for the distributions thereof) an amount (subject to the last sentence of this Section 2.2(b)) up to the sum of all Principal Collections (or, in the case of the Series 20092017-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Class A-1 Outstanding Principal Amount, to such Terminated Purchaser up Amount equal to the amount of its Investor Group Principal Amountsuch Voluntary Decrease; provided that to the extent the deposit into the Series 2017-1 Class A-1 Distribution Account described above is not made by 10:00 a.m. (New York City time) on a Business Day, the same shall be deemed to be deposited on the following Business Day. Each such Voluntary Decrease shall be in a minimum principal amount of such withdrawal as provided in accordance with Section 3.5(e) of this Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 20092017-1 Class A-1 Note Purchase Agreement, any . Any associated breakage costs (including Series 20092017-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) Class A-1 Breakage Amounts incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases); provided that HVF shall not effect a Voluntary Decrease pursuant to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation on the frequency of Voluntary Decreases set forth in the immediately preceding proviso; provided further that, in the event that HVF elects to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 20092017-1 Class A-1 Note Purchase Agreement, HVF may, from time ) shall be deposited in the Collection Account for allocation pursuant to time, allocate the Priority of Payments. It shall be a condition to any Voluntary Decrease solely that the amount on deposit in the Collection Account is sufficient to such Terminated Purchaser pay the Trustee, the Servicer and the Manager, as applicable, for any unreimbursed Advances and Manager Advances (in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject to each case, with interest thereon at the Advance Interest Rate), if any, on the Weekly Allocation Date immediately preceding sentence, following such Voluntary Decrease shall be ratably allocated among the Series 2009-1 Noteholders, based on their respective portion of the Series 0000-0 Xxxxxxxxx Xxxxxx. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, in a minimum principal amount of $5,000,000 and integral multiples of $100,000 in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in fullDecrease.

Voluntary Decrease. On any Business Day, upon at least 3 three (3) Business Day’s Days’ prior written notice to each the Series 20092024-1 Noteholder, each Conduit Investor, each Committed Note Purchaser Class A-1 Administrative Agent and the TrusteeTrustee in the applicable Weekly Manager’s Certificate, HVF Quarterly Noteholders’ Report, or otherwise substantially in the form set forth in Exhibit D hereto, the Co-Issuers may decrease the Series 20092024-1 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092024-1 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092024-1 Excess Collection Class A-1 Distribution Account or, after not later than 10:00 a.m. (New York City time) on the conclusion date specified as the decrease date in the prior written notice referred to above and providing a written report to the Trustee directing the Trustee to distribute in accordance with the order of distribution of principal payments set forth in Section 4.02 of the Series 20092024-1 Revolving Period, Class A-1 Note Purchase Agreement (which report shall include the Series 2009-1 Collection Account, calculation of such amounts and instructions for the distributions thereof) an amount (subject to the last sentence of this Section 2.2(b)) up to the sum of all Principal Collections (or, in the case of the Series 20092024-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Class A-1 Outstanding Principal Amount, to such Terminated Purchaser up Amount equal to the amount of its Investor Group Principal Amountsuch Voluntary Decrease; provided, that to the extent the deposit into the Series 2024-1 Class A-1 Distribution Account described above is not made by 10:00 a.m. (New York City time) on a Business Day, the same shall be deemed to be deposited on the following Business Day. Each such Voluntary Decrease shall be in a minimum principal amount of such withdrawal as provided in accordance with Section 3.5(e) of this Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 20092024-1 Class A-1 Note Purchase Agreement, any . Any associated breakage costs (including Series 20092024-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) Class A-1 Breakage Amounts incurred as a result of such decrease Voluntary Decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases); provided that HVF shall not effect a Voluntary Decrease pursuant to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation on the frequency of Voluntary Decreases set forth in the immediately preceding proviso; provided further that, in the event that HVF elects to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 20092024-1 Class A-1 Note Purchase Agreement, HVF may, from time ) shall be deposited into the applicable Collection Account(s) as indicated in the related Weekly Manager’s Certificate for allocation as Series 2024-1 Class A-1 Notes Other Amounts pursuant to time, allocate the Priority of Payments on the Weekly Allocation Date related to the Weekly Manager’s Certificate indicating such Voluntary Decrease. It shall be a condition to any Voluntary Decrease solely that the amount on deposit in the Collection Accounts is sufficient to such Terminated Purchaser pay the Trustee, the Servicer and the Managers, as applicable, for any unreimbursed Advances and Manager Advances (in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject to each case, with interest thereon at the Advance Interest Rate), if any, on the Weekly Allocation Date immediately preceding sentence, following such Voluntary Decrease shall be ratably allocated among the Series 2009-1 Noteholders, based on their respective portion of the Series 0000-0 Xxxxxxxxx Xxxxxx. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, in a minimum principal amount of $5,000,000 and integral multiples of $100,000 in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in fullDecrease.

Voluntary Decrease. On any Business Day, upon at least 3 three (3) Business Day’s Days’ prior written notice to each Series 20092012-1 Noteholder, each Conduit Class A-1 Investor, each Committed Note Purchaser the Series 2012-1 Class A-1 Administrative Agent and the Trustee, HVF the Co-Issuers may decrease the Series 20092012-1 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092012-1 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092012-1 Excess Collection Class A-1 Distribution Account or, after not later than 10 a.m. (New York time) on the conclusion Business Day prior to the date specified as the decrease date in the prior written notice referred to above and providing a written report to the Trustee directing the Trustee to distribute in accordance with the order of distribution of principal payments set forth in Section 4.02 of the Series 20092012-1 Revolving Period, the Series 2009-1 Collection Account, Class A-1 Note Purchase Agreement (i) an amount (subject to the last sentence of this Section 2.2(b)) up to the sum of all Principal Collections (or, in the case of the Series 20092012-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Class A-1 Outstanding Principal Amount, to such Terminated Purchaser up Amount equal to the amount of its Investor Group Principal Amountsuch Voluntary Decrease, the amount of such withdrawal in accordance with Section 3.5(eplus (ii) of this any associated Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 20092012-1 Note Purchase Agreement, any associated breakage costs (including Series 2009-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) Class A-1 Breakage Amounts incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases); provided that HVF shall not effect a Voluntary Decrease pursuant to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation on the frequency of Voluntary Decreases set forth in the immediately preceding proviso; provided further that, in the event that HVF elects to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 20092012-1 Class A-1 Note Purchase Agreement); provided, HVF may, from time to time, allocate a Voluntary Decrease solely to such Terminated Purchaser in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject that to the immediately preceding sentenceextent the deposit into the Series 2012-1 Class A-1 Distribution Account described above is not made by 10 a.m. (New York time) on a Business Day, such Voluntary Decrease the same shall be ratably allocated among deemed to be deposited on the Series 2009-1 Noteholders, based on their respective portion of the Series 0000-0 Xxxxxxxxx Xxxxxxfollowing Business Day. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, be in a minimum principal amount of $5,000,000 as provided in the Series 2012-1 Class A-1 Note Purchase Agreement. In connection with any Voluntary Decrease, the Co-Issuers shall reimburse the Trustee and integral multiples of $100,000 in excess thereof unless such Voluntary Decrease is allocated to pay the Servicer, as applicable, for any Terminated Purchaser’s Investor Group Principal Amount in fullunreimbursed Servicing Advances (with interest thereon at the Advance Interest Rate).

Voluntary Decrease. On any Business Day, upon at least 3 three (3) Business Day’s Days’ prior written notice to each Series 20092014-1 Noteholder, each Conduit Class A-1 Investor, each Committed Note Purchaser the Series 2014-1 Class A-1 Administrative Agent and the Trustee, HVF the Co-Issuers may decrease the Series 20092014-1 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092014-1 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092014-1 Excess Collection Class A-1 Distribution Account or, after not later than 10:00 a.m. (New York time) on the conclusion date specified as the decrease date in the prior written notice referred to above and providing a written report to the Trustee directing the Trustee to distribute in accordance with the order of distribution of principal payments set forth in Section 4.02 of the Series 20092014-1 Revolving Period, the Series 2009-1 Collection Account, Class A-1 Note Purchase Agreement (i) an amount (subject to the last sentence of this Section 2.2(b)) up to the sum of all Principal Collections (or, in the case of the Series 20092014-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Class A-1 Outstanding Principal Amount, to such Terminated Purchaser up Amount equal to the amount of its Investor Group Principal Amountsuch Voluntary Decrease, the amount of such withdrawal in accordance with Section 3.5(eplus (ii) of this any associated Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 20092014-1 Note Purchase Agreement, any associated breakage costs (including Series 2009-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) Class A-1 Breakage Amounts incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases); provided that HVF shall not effect a Voluntary Decrease pursuant to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation on the frequency of Voluntary Decreases set forth in the immediately preceding proviso; provided further that, in the event that HVF elects to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 20092014-1 Class A-1 Note Purchase Agreement); provided, HVF may, from time to time, allocate a Voluntary Decrease solely to such Terminated Purchaser in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject that to the immediately preceding sentenceextent the deposit into the Series 2014-1 Class A-1 Distribution Account described above is made after 10:00 a.m. (New York time) on any Business Day, such Voluntary Decrease the same shall be ratably allocated among deemed to be deposited on the Series 2009-1 Noteholders, based on their respective portion of the Series 0000-0 Xxxxxxxxx Xxxxxxfollowing Business Day. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, be in a minimum principal amount of $5,000,000 as provided in the Series 2014-1 Class A-1 Note Purchase Agreement. In connection with any Voluntary Decrease, the Co-Issuers shall reimburse the Trustee, the Servicer and integral multiples of $100,000 the Manager, as applicable, for any unreimbursed Advances and Manager Advances (in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in fulleach case, with interest thereon at the Advance Interest Rate).

Voluntary Decrease. On Except as provided in Section 2.2(d), on any Business Day, upon at least 3 Business Day’s prior notice to each Series 2009-1 Noteholder, each Conduit Investor, each Committed Note Purchaser and the Trustee, HVF Master Issuer may decrease the Series 20092015-1 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092015-1 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092015-1 Excess Collection Class A-1 Distribution Account or, after not later than 10:00 a.m. (Eastern time) on the conclusion date specified as the decrease date in the prior written notice referred to below and providing a written report to the Trustee directing the Trustee to distribute in accordance with the Class A-1 Order of the Series 2009-1 Revolving Period, the Series 2009-1 Collection Account, Distribution (i) an amount (subject to the last sentence of this Section 2.2(b)) up to the sum of all Principal Collections (or, in the case of the Series 20092015-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Class A-1 Outstanding Principal Amount, to such Terminated Purchaser up Amount equal to the amount of its Investor Group Principal Amountsuch Voluntary Decrease, the amount of such withdrawal in accordance with Section 3.5(eplus (ii) of this any associated Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 20092015-1 Note Purchase Agreement, any associated breakage costs (including Series 2009-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) Class A-1 Breakage Amounts incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases2015-1 Class A-1 Note Purchase Agreement); provided that HVF to the extent the deposit into the Series 2015-1 Class A-1 Distribution Account described above is made after 3:00 p.m. (Eastern time) on any Business Day, the same shall not effect a Voluntary Decrease pursuant be deemed to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation deposited on the frequency of Voluntary Decreases set forth following Business Day; provided, further, that (x) in the immediately preceding proviso; provided further thatcase of Eurodollar Advances or CP Advances, in the event that HVF elects Master Issuer shall provide written notice no later than 12:00 p.m. (Eastern time) at least three (3) Business Days prior to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 2009-1 Note Purchase Agreement, HVF may, from time to time, allocate a Voluntary Decrease solely to such Terminated Purchaser in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject to the immediately preceding sentence, such Voluntary Decrease and (y) in the case of Base Rate Advances, the Master Issuer shall be ratably allocated among the provide written notice no later than 12:00 p.m. (Eastern time) at least one (1) Business Day prior to such Voluntary Decrease, in each case to each Series 20092015-1 NoteholdersClass A-1 Investor and the Administrative Agent; provided, based on their respective portion further, that the Master Issuer shall provide written notice to the Trustee of the Series 0000-0 Xxxxxxxxx Xxxxxxany Voluntary Decrease no later than 12:00 p.m. (Eastern time) at least one (1) Business Day prior to such Voluntary Decrease. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, be in a minimum principal amount of $5,000,000 as provided in the Series 2015-1 Class A-1 Note Purchase Agreement. In connection with any Voluntary Decrease, the Master Issuer shall reimburse the Trustee, the Servicer and integral multiples of $100,000 the Manager, as applicable, for any unreimbursed Advances and Manager Advances (in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in fulleach case, with interest thereon at the Advance Interest Rate).

Voluntary Decrease. (i) On any Business DayPayment Date, upon at least 3 three (3) Business Day’s prior written notice to each Series 20092008-1 Noteholder, each Conduit Class A-2 Investor, each Committed the Series 2008-1 Class A-2 Note Purchaser Administrative Agent and the Trustee, HVF the Co-Issuers may decrease the Series 20092008-1 Class A-2 Outstanding Principal Amount (each such reduction decrease of the Series 20092008-1 Class A-2 Outstanding Principal Amount pursuant to this Section 2.2(b2.2(b)(i), a “Series 2008-1 Class A-2 Voluntary Decrease”) by withdrawing from depositing to the Series 2009-1 Excess Collection Senior Note Principal Payments Account orthe amount of funds referred to in subclause (1) of the next sentence, after and to the conclusion Senior Note Interest Account the amount of funds referred to in subclause (2) of the next sentence on such Payment Date, and providing a written report to the Trustee directing the Trustee to distribute such funds to the Holders of the Series 20092008-1 Revolving Period, Class A-2 Notes on a pro rata basis according to the amounts owed on such Series 20092008-1 Collection Account, Class A-2 Notes in accordance with Section 6.1(a) of the Base Indenture. Such written direction of the Co-Issuers shall provide for the distribution of (1) an amount (subject to the last sentence of this Section 2.2(b2.2(b)(i)) up to the sum of all Principal Collections (or, in the case of the Series 2009-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Principal Amount, to such Terminated Purchaser up equal to the amount of its Investor Group Principal Amount, the amount of such withdrawal in accordance with Section 3.5(e) of this Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 20092008-1 Note Purchase AgreementClass A-2 Voluntary Decrease, plus (2) any associated breakage costs (including Series 20092008-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) Class A-2 Breakage Amounts incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases); provided that HVF shall not effect a Voluntary Decrease pursuant to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation on the frequency of Voluntary Decreases set forth in the immediately preceding proviso; provided further that, in the event that HVF elects to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 20092008-1 Class A-2 Note Purchase Agreement, HVF may, from time to time, allocate a Voluntary Decrease solely to ). Each such Terminated Purchaser in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject to the immediately preceding sentence, such Series 2008-1 Class A-2 Voluntary Decrease shall be ratably allocated among the Series 2009-1 Noteholders, based on their respective portion of the Series 0000-0 Xxxxxxxxx Xxxxxx. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, in a minimum principal amount as provided in the Series 2008-1 Class A-2 Note Purchase Agreement. (ii) On any Payment Date, upon at least three (3) Business Day’s prior written notice to each Series 2008-1 Class A-3 Investor, the Series 2008-1 Class A-3 Note Administrative Agent and the Trustee, the Co-Issuers may decrease the Series 2008-1 Class A-3 Outstanding Principal Amount (each such decrease of $5,000,000 the Series 2008-1 Class A-3 Outstanding Principal Amount pursuant to this Section 2.2(b)(i), a “Series 2008-1 Class A-3 Voluntary Decrease”) by depositing to the Senior Note Principal Payments Account the amount of funds referred to in subclause (1) of the next sentence, and integral multiples to the Senior Note Interest Account the amount of $100,000 funds referred to in excess thereof unless subclause (2) of the next sentence on such Payment Date, and providing a written report to the Trustee directing the Trustee to distribute such funds to the Holders of the Series 2008-1 Class A-3 Notes on a pro rata basis according to the amounts owed on such Series 2008-1 Class A-3 Notes in accordance with Section 6.1(a) of the Base Indenture. Such written direction of the Co-Issuers shall provide for the distribution of (1) an amount (subject to the last sentence of this Section 2.2(b)(ii)) equal to the amount of such Series 2008-1 Class A-3 Voluntary Decrease, plus (2) any associated Series 2008-1 Class A-3 Breakage Amounts incurred as a result of such decrease (calculated in accordance with the Series 2008-1 Class A-3 Note Purchase Agreement). Each such Series 2008-1 Class A-3 Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount shall be in fulla minimum principal amount as provided in the Series 2008-1 Class A-3 Note Purchase Agreement.

Voluntary Decrease. On Except as provided in Section 2.2(d) of this Series Supplement, on any Business Day, upon at least 3 Business Day’s prior notice to each Series 2009-1 Noteholder, each Conduit Investor, each Committed Note Purchaser and the Trustee, HVF Master Issuer may decrease the Series 20092022-1 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092022-1 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092022-1 Excess Collection Class A-1 Distribution Account or, after not later than 10:00 a.m. (Eastern time) on the conclusion date specified as the decrease date in the prior written notice referred to below and providing a written report to the Trustee directing the Trustee to distribute in accordance with the Class A-1 Order of the Series 2009-1 Revolving Period, the Series 2009-1 Collection Account, Distribution (i) an amount (subject to the last sentence of this Section 2.2(b)) up to the sum of all Principal Collections (or, in the case of the Series 20092022-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Class A-1 Outstanding Principal Amount, to such Terminated Purchaser up Amount equal to the amount of its Investor Group Principal Amountsuch Voluntary Decrease, the amount of such withdrawal in accordance with Section 3.5(eplus (ii) of this any associated Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 20092022-1 Note Purchase Agreement, any associated breakage costs (including Series 2009-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) Class A-1 Breakage Amounts incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases2022-1 Class A-1 Note Purchase Agreement); provided that HVF to the extent the deposit into the Series 2022-1 Class A-1 Distribution Account described above is made after 3:00 p.m. (Eastern time) on any Business Day, the same shall not effect a Voluntary Decrease pursuant be deemed to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation deposited on the frequency of Voluntary Decreases set forth following Business Day; provided, further, that (x) in the immediately preceding proviso; provided further thatcase of Term SOFR Advances or CP Advances, in the event that HVF elects Master Issuer shall provide written notice no later than 12:00 p.m. (Eastern time) at least three (3) Business Days prior to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 2009-1 Note Purchase Agreement, HVF may, from time to time, allocate a Voluntary Decrease solely to such Terminated Purchaser in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject to the immediately preceding sentence, such Voluntary Decrease and (y) in the case of Base Rate Advances, the Master Issuer (or the Manager on its behalf) shall be ratably allocated among the provide written notice no later than 12:00 p.m. (Eastern time) at least one (1) Business Day prior to such Voluntary Decrease, in each case to each Series 20092022-1 NoteholdersClass A-1 Investor and the Administrative Agent; provided, based on their respective portion further, that the Master Issuer shall provide written notice to the Trustee substantially in the form of the Series 0000-0 Xxxxxxxxx XxxxxxExhibit D of any Voluntary Decrease no later than 12:00 p.m. (Eastern time) at least one (1) Business Day prior to such Voluntary Decrease. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, be in a minimum principal amount of $5,000,000 as provided in the Series 2022-1 Class A-1 Note Purchase Agreement. In connection with any Voluntary Decrease, the Master Issuer shall reimburse the Advance Funding Providers and/or the Manager, as applicable, for any unreimbursed Advances and integral multiples of $100,000 Manager Advances (in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in fulleach case, with interest thereon at the Advance Interest Rate).

Voluntary Decrease. On any Business Day, upon at least 3 three (3) Business Day’s Days’ prior written notice to each Series 20092012-1 Noteholder, each Conduit Class A-1 Investor, each Committed Note Purchaser the Series 2012-1 Class A-1 Administrative Agent and the Trustee, HVF the Co-Issuers may decrease the Series 20092012-1 Class A-1 Outstanding Principal Amount (each such reduction decrease of the Series 20092012-1 Class A-1 Outstanding Principal Amount pursuant to this Section 2.2(b), a “Voluntary Decrease”) by withdrawing from depositing in the Series 20092012-1 Excess Collection Class A-1 Distribution Account or, after not later than 10 a.m. (New York time) on the conclusion date specified as the decrease date in the prior written notice referred to above and providing a written report to the Trustee directing the Trustee to distribute in accordance with the order of distribution of principal payments set forth in Section 4.02 of the Series 20092012-1 Revolving Period, the Series 2009-1 Collection Account, Class A-1 Note Purchase Agreement (i) an amount (subject to the last sentence of this Section 2.2(b)) up to the sum of all Principal Collections (or, in the case of the Series 20092012-1 Collection Account, up to the total amount available in such account for payment of principal of the Series 2009-1 Notes) on deposit in such accounts and, in the case of the Series 2009-1 Excess Collection Account, available for distribution to effect a Voluntary Decrease pursuant to Section 3.2(f) of this Series Supplement, and distributing (x) pro rata to the Series 2009-1 Noteholders in respect of principal of the Series 2009-1 Notes or (y) in the event HVF, subject to Section 3.11 of the Series 2009-1 Note Purchase Agreement, prepays Terminated Purchaser’s Investor Group Class A-1 Outstanding Principal Amount, to such Terminated Purchaser up Amount equal to the amount of its Investor Group Principal Amountsuch Voluntary Decrease, the amount of such withdrawal in accordance with Section 3.5(eplus (ii) of this any associated Series Supplement; plus, with respect to each clause above, in accordance with Section 3.06 of the Series 20092012-1 Note Purchase Agreement, any associated breakage costs (including Series 2009-1 Commercial Paper discounts and interest scheduled to accrue through the maturity of such Series 2009-1 Commercial Paper) Class A-1 Breakage Amounts incurred as a result of such decrease (paid together with such decrease and calculated in accordance with the procedures outlined in Section 6.1 of this Series Supplement for optional repurchases); provided that HVF shall not effect a Voluntary Decrease pursuant to this Section 2.2(b) more than three times in any calendar week; provided further that the Trustee shall not be required to monitor the compliance of HVF with the limitation on the frequency of Voluntary Decreases set forth in the immediately preceding proviso; provided further that, in the event that HVF elects to prepay any Terminated Purchaser’s Investor Group Principal Amount in accordance with Section 3.11 of the Series 20092012-1 Class A-1 Note Purchase Agreement); provided, HVF may, from time to time, allocate a Voluntary Decrease solely to such Terminated Purchaser in an amount up to such Terminated Purchaser’s Investor Group Principal Amount. Subject that to the immediately preceding sentenceextent the deposit into the Series 2012-1 Class A-1 Distribution Account described above is not made by 10 a.m. (New York time) on a Business Day, such Voluntary Decrease the same shall be ratably allocated among deemed to be deposited on the Series 2009-1 Noteholders, based on their respective portion of the Series 0000-0 Xxxxxxxxx Xxxxxxfollowing Business Day. Each such Voluntary Decrease shall be, in the aggregate for all Series 2009-1 Notes, be in a minimum principal amount of $5,000,000 as provided in the Series 2012-1 Class A-1 Note Purchase Agreement. In connection with any Voluntary Decrease, the Co-Issuers shall reimburse the Trustee, the Servicer and integral multiples of $100,000 the Manager, as applicable, for any unreimbursed Servicing Advances and Manager Advances (in excess thereof unless such Voluntary Decrease is allocated to pay any Terminated Purchaser’s Investor Group Principal Amount in fulleach case, with interest thereon at the Advance Interest Rate).