Exhibit 4.3
BOMBARDIER CREDIT RECEIVABLES CORPORATION,
Depositor,
BOMBARDIER CAPITAL INC.,
Servicer,
and
BANKERS TRUST COMPANY,
Trustee
_______________________________________
VARIABLE FUNDING SUPPLEMENT
Dated as of January 1, 1994
to
POOLING AND SERVICING AGREEMENT
Dated as of January 1, 1994
_______________________________________
BOMBARDIER RECEIVABLES MASTER TRUST I
Variable Funding Certificate
TABLE OF CONTENTS
Page
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ARTICLE I
Creation of the Variable Funding Certificate
SECTION 1.01. Designation............................................. 1
ARTICLE II
Definitions
SECTION 2.01. Definitions............................................. 1
ARTICLE III
Servicing Fee
SECTION 3.01. Servicing Compensation.................................. 3
ARTICLE IV
Rights of Holder of the Variable Funding Certificate and
Allocation and Application of Collections
SECTION 4.01. Allocations; Payments to Holder of Retained Interest.... 4
SECTION 4.02. Application of Funds in Series Accounts Following a
Liquidation Event................................... 4
ARTICLE V
Distributions and Reports to
Holder of the Variable Funding Certificate
SECTION 5.01. Distributions.......................................... 5
SECTION 5.02. Reports and Statements to Holder of the Variable
Funding Certificate................................. 5
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Page
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ARTICLE VI
Final Distributions
SECTION 6.01. Sale of Variable Funding Interest Pursuant to Section 2.03
of the Agreement; Distributions Pursuant to Section 2.03
or 12.02(c) of the Agreement........................................... 5
SECTION 6.02. Distribution of Proceeds of Sale, Disposition or Liquidation
of the Receivables Pursuant to Section 9.02 of the
Agreement.............................................................. 6
ARTICLE VII
Miscellaneous Provisions
SECTION 7.01. Ratification of Agreement................................................ 7
SECTION 7.02. Counterparts............................................................. 7
SECTION 7.03. Governing Law............................................................ 7
EXHIBITS
Exhibit A Form of Variable Funding Certificate
Exhibit B Form of Distribution Date Statement
ii
VARIABLE FUNDING SUPPLEMENT dated as of January 1, 1994 (the "Variable
Funding Supplement"), among BOMBARDIER CREDIT RECEIVABLES CORPORATION, a
Delaware corporation, as Depositor, BOMBARDIER CAPITAL INC., a Massachusetts
corporation, as Servicer, and BANKERS TRUST COMPANY, a New York banking
corporation, as Trustee.
Pursuant to Section 6.03 of the Pooling and Servicing Agreement dated
as of January 1, 1994 (as amended and supplemented, the "Agreement"), among the
Depositor, the Servicer and the Trustee, the Depositor may from time to time
direct the Trustee to issue, on behalf of the Trust, a Variable Funding
Certificate representing fractional undivided interests in the Trust. The terms
of the Variable Funding Certificate are to be set forth in a Supplement to the
Agreement.
Pursuant to this Variable Funding Supplement, the Depositor and the
Trustee shall create and specify the terms thereof.
ARTICLE I
Creation of the Variable Funding Certificate
--------------------------------------------
SECTION 1.01. Designation. (a) There is hereby created a Variable
-----------
Funding Certificate to be issued pursuant to the Agreement and this Variable
Funding Supplement to be known as the "Variable Funding Certificate".
(b) In the event that any term or provision contained herein shall
conflict with or be inconsistent with any term or provision contained in the
Agreement, the terms and provisions of this Variable Funding Supplement shall
govern.
ARTICLE II
Definitions
-----------
SECTION 2.01. Definitions. (a) Whenever used in this Variable
-----------
Funding Supplement the following words and phrases shall have the following
meanings.
"Closing Date" shall mean January 24, 1994.
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"Initial Cut-Off Date" shall mean January 1, 1994.
--------------------
"Initial Variable Funding Amount" shall mean $0.
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"Monthly Servicing Fee" shall have the meaning specified in
---------------------
Section 3.01.
"Reassignment Amount" shall mean, with respect to any Distribution
-------------------
Date, after giving effect to any deposits and distributions otherwise to be made
on such Distribution Date, the sum of (i) the Variable Funding Amount on such
Distribution Date and (ii) the Non-Principal Collections for the previous
Collection Period multiplied by the Variable Funding Percentage for such
Collection Period.
"Servicing Fee Rate" shall mean, with respect to the Variable Funding
------------------
Certificate, 2% or, for any Distribution Date in respect of which the Monthly
Servicing Fee has been waived, 0%.
"Variable Funding Amount" shall mean, on any date of determination,
-----------------------
the excess of the Pool Balance over the Required Pool Balance for such date.
"Variable Funding Certificate" shall mean the certificate evidencing
----------------------------
the Variable Funding Amount and substantially in the form of Exhibit A hereto.
"Variable Funding Default Amount" shall mean, with respect to any
-------------------------------
Distribution Date, an amount equal to the product of (a) the Defaulted Amount
for the related Collection Period and (b) the Variable Funding Percentage for
the related Collection Period.
"Variable Funding Percentage" for any Collection Period shall mean a
---------------------------
percentage (which percentage shall never be less than 0% nor more than 100%)
equal to the Variable Funding Amount as of the last day of the immediately
preceding Collection Period divided by the Pool Balance as of such last day;
provided, however, that for purposes of allocating Principal Collections
following the occurrence of a Liquidation Event, the Variable Funding Percentage
will be calculated on the basis of the Variable Funding Amount as of the last
day immediately preceding the date of such Liquidation Event; provided, further,
that following a Liquidation Event, the relative interest of the Variable
Funding Certificate in further allocations of Non-Principal Collections will not
be less than the relative interest thereof as of the Liquidation Event.
(b) All capitalized terms used herein and not otherwise defined herein
have the meanings ascribed to them in the Agreement. The definitions in Section
2.01 are applicable to the singular as well as the plural forms of such terms
and to the masculine as well as to the feminine and neuter genders of such
terms.
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(c) The words "hereof", "herein" and "hereunder" and words of similar
import when used in this Variable Funding Supplement shall refer to this
Variable Funding Supplement as a whole and not to any particular provision of
this Variable Funding Supplement; references to any Article, Section or Exhibit
are references to Articles, Sections and Exhibits in or to this Variable Funding
Supplement unless otherwise specified; and the term "including" means "including
without limitation".
ARTICLE III
Servicing Fee
-------------
SECTION 3.01. Servicing Compensation. The monthly servicing fee
----------------------
hereunder (the "Monthly Servicing Fee") shall be payable to the Servicer, in
arrears, on each Distribution Date in respect of any Collection Period (or
portion thereof) occurring prior to the earlier of (x) the surrender of the
Variable Funding Certificate for the final payment thereon and (y) the Trust
Termination Date, in an amount equal to one-twelfth of the product of (a) the
Servicing Fee Rate and (b) the Variable Funding Percentage of the Pool Balance
as of the last day of the second Collection Period preceding such Distribution
Date (or with respect to the first Distribution Date, as of the Initial Cut-Off
Date). The remainder of the Servicing Fee shall be attributable to the Holder
of the Retained Certificate and the Holders of Investor Certificates, and the
Holder of the Variable Funding Certificate shall in no event be liable for the
share of the Servicing Fee to be attributable to the Holder of the Retained
Certificate or the Investor Certificateholders. The Monthly Servicing Fee shall
be payable to the Servicer solely to the extent amounts are available for
distribution in accordance with Section 4.01(a) hereof.
The Servicer will be permitted, in its sole discretion, to waive the
Monthly Servicing Fee for any Distribution Date by notice to the Trustee on or
before the related Determination Date, provided that the Servicer believes that
sufficient Non-Principal Collections will be available on any future
Distribution Date to pay the Monthly Servicing Fee relating to the amount
thereof so waived. If the Servicer so waives the Monthly Servicing Fee for any
Distribution Date, the Monthly Servicing Fee for such Distribution Date shall be
deemed to be zero for all purposes of this Variable Funding Supplement and the
Agreement.
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ARTICLE IV
Rights of Holder of the Variable Funding Certificate and
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Allocation and Application of Collections
-----------------------------------------
SECTION 4.01. Allocations; Payments to Holder of Retained Interest.
----------------------------------------------------
(a) Non-Principal Collections and Principal Collections, as they relate to the
Variable Funding Certificate, shall be allocated and distributed as set forth in
this Article.
(b) The Servicer shall withdraw from the Collection Account on each
Deposit Date and pay to the Holder of the Variable Funding Certificate an amount
equal to the Variable Funding Percentage for the related Collection Period of
Non-Principal Collections and Principal Collections received or deposited into
the Collection Account for such Deposit Date; provided, however, that the
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Servicer shall (i) on each Distribution Date withdraw and pay to itself from
amounts on deposit in the Collection Account and otherwise payable to the Holder
of the Variable Funding Certificate an amount equal to the Monthly Servicing Fee
for the preceding Collection Period and (ii) on each Deposit Date thereafter,
withdraw and pay to itself from amounts otherwise payable to the Holder of the
Variable Funding Certificate on such date the amount, if any, by which such
Monthly Servicing Fee exceeded the sum of (x) the amount so withdrawn on such
Distribution Date pursuant to clause (i) and (y) the aggregate amount previously
withdrawn with respect to such Distribution Date under this clause (ii).
The withdrawals to be made from the Collection Account pursuant to
this Section 4.01(b) do not apply to deposits into the Collection Account that
do not represent Collections, including Miscellaneous Payments, payment of the
purchase price for any Certificates pursuant to Section 2.03 of the Agreement or
the provisions of any applicable Supplement, and proceeds from the sale,
disposition or liquidation of Receivables pursuant to Section 9.02 or 12.02 of
the Agreement (which proceeds from the sale, disposition or liquidation will be
distributed in accordance with Article VI).
SECTION 4.02. Application of Funds in Series Accounts Following a
---------------------------------------------------
Liquidation Event. On the Distribution Date, if any, following a Liquidation
-----------------
Event upon which the Trust Liquidation Proceeds are required to be distributed
by the Trustee pursuant to Section 6.02 hereof, the Servicer shall instruct the
Trustee to withdraw from the Series Accounts an amount equal to the product of
the Variable Funding Percentage for the preceding Collection Period multiplied
by the aggregate amount on deposit in the Series Accounts (including any
investment earnings, if applicable) on such date, after giving effect to the
deposits in such Series Accounts otherwise required on such date, and distribute
such amount to the Holder of the Variable Funding Certificate.
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SECTION 4.03. Bankruptcy, Etc. Any beneficial or registered owner of
----------------
the Variable Funding Certificate agrees, by acceptance of such ownership, not to
file or cause to be filed, as a result of holding such Certificate, a voluntary
or involuntary petition for relief under the Federal Bankruptcy Code or any
similar applicable state law with respect to the Depositor; provided, that this
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sentence shall not prevent such filing as a result of other interests or rights
which such holder may have (other than solely as a result of owning the Variable
Funding Certificate).
ARTICLE V
Distributions and Reports to
----------------------------
Holder of the Variable Funding Certificate
------------------------------------------
SECTION 5.01. Distributions. Except as provided in Section 12.02 of
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the Agreement with respect to a final distribution, distributions to the Holder
of the Variable Funding Certificate hereunder shall be made by wire transfer in
immediately available funds.
SECTION 5.02. Reports and Statements to Holder of the Variable
------------------------------------------------
Funding Certificate. (a) At least two Business Days prior to each
-------------------
Determination Date, the Servicer will provide to the Trustee statements
substantially in the form of Exhibit B and on each Distribution Date the Trustee
shall forward to the Holder of the Variable Funding Certificate such statement
prepared by the Servicer setting forth certain information relating to the
Trust.
(b) A copy of each statement provided pursuant to paragraph (a) will
be made available for inspection at the Corporate Trust Office.
(c) On or before January 31 of each calendar year, beginning with
calendar year 1995, the Trustee shall furnish or cause to be furnished to each
Person who at any time during the preceding calendar year was a Holder of the
Variable Funding Certificate, a statement prepared by the Servicer containing
the information which is required to be contained in the statement to the Holder
of the Variable Funding Certificate as set forth in paragraph (a) above,
aggregated for such calendar year or the applicable portion thereof during which
such Person was a Holder of the Variable Funding Certificate, together with
other information as is required to be provided by an issuer of indebtedness
under the Internal Revenue Code and such other customary information as is
necessary to enable such Holder of the Variable Funding Certificate to prepare
its tax return. Such obligation of the Trustee shall be deemed to have been
satisfied to the extent that substantially comparable information shall be
provided by the Trustee pursuant to any requirements of the Internal Revenue
Code as from time to time in effect.
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ARTICLE VI
Final Distributions
-------------------
SECTION 6.01. Sale of Variable Funding Interest Pursuant to Section
-----------------------------------------------------
2.03 of the Agreement; Distributions Pursuant to Section 2.03 or 12.02(c) of the
--------------------------------------------------------------------------------
Agreement. (a) The amount to be paid by the Depositor to the Collection
---------
Account with respect to the Variable Funding Certificate in connection with a
purchase of the Variable Funding Certificate pursuant to Section 2.03 of the
Agreement shall equal the Reassignment Amount for the Distribution Date on which
such repurchase occurs.
(b) With respect to amounts deposited into the Collection Account
pursuant to Section 2.03 of the Agreement or any Termination Proceeds deposited
into the Collection Account pursuant to Section 12.02(c) of the Agreement, the
Trustee shall, not later than 12:00 noon, New York City time, on the
Distribution Date on which such amounts are deposited (or, if such date is not a
Distribution Date, on the immediately following Distribution Date) apply such
amounts in the following priority: (i) pay to the Holder of the Variable Funding
Certificate an amount equal to the sum of (x) the Variable Funding Amount on
such date and (y) the Non-Principal Collections for the previous Collection
Period multiplied by the Variable Funding Percentage for such Distribution Date,
up to the Reassignment Amount for the Variable Funding Certificate, and (ii) pay
the remainder of any Termination Proceeds to the Holder(s) of the Retained
Certificate.
(c) Notwithstanding anything to the contrary in this Variable Funding
Supplement or the Agreement, the entire amount deposited in the Collection
Account pursuant to Section 2.03 of the Agreement and all other amounts on
deposit therein shall be distributed in full on such date and any distribution
made pursuant to paragraph (b) above shall be deemed to be a final distribution
pursuant to Section 12.02 of the Agreement with respect to the Variable Funding
Certificate.
SECTION 6.02. Distribution of Proceeds of Sale, Disposition or
------------------------------------------------
Liquidation of the Receivables Pursuant to Section 9.02 of the Agreement. (a)
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Not later than 12:00 noon, New York City time, on the Distribution Date
following the date on which the Trust Liquidation Proceeds are deposited into
the Collection Account pursuant to Section 9.02(b) of the Agreement, the Trustee
shall first (in each case, after giving effect to any deposits and distributions
otherwise to be made on such Distribution Date) deduct an amount equal to the
Variable Funding Percentage for the related Collection Period multiplied by the
portion of the Trust Liquidation Proceeds allocated to Principal Collections and
distribute such amount to the Holder of the Variable Funding Certificate;
provided, however, that the amount of such deposit shall not exceed the Variable
Funding Amount.
(b) Not later than 12:00 noon, New York City time, on such
Distribution Date, the Trustee shall first (in each case, after giving effect to
any deposits and distributions otherwise to be made on such Distribution Date)
deduct an amount equal to the Variable
6
Funding Percentage of the portion of the Trust Liquidation Proceeds allocated to
Non-Principal Collections and distribute such amount to the Holder of the
Variable Funding Certificate.
(c) Notwithstanding anything to the contrary in this Variable Funding
Supplement or the Agreement, any distribution made pursuant to this Section
shall be deemed to be a final distribution pursuant to Section 12.02 of the
Agreement with respect to the Variable Funding Certificate.
ARTICLE VII
Miscellaneous Provisions
------------------------
SECTION 7.01. Ratification of Agreement. As supplemented by this
-------------------------
Variable Funding Supplement, the Agreement is in all respects ratified and
confirmed and the Agreement as so supplemented by this Variable Funding
Supplement shall be read, taken and construed as one and the same instrument.
SECTION 7.02. Counterparts. This Variable Funding Supplement may be
------------
executed in two or more counterparts (and by different parties on separate
counterparts), each of which shall be an original, but all of which together
shall constitute one and the same instrument.
SECTION 7.03. Governing Law. This Variable Funding Supplement shall
-------------
be construed in accordance with the laws of the State of New York, without
reference to its conflict of laws provisions, and the obligations, rights and
remedies of the parties hereunder shall be determined in accordance with such
laws.
7
Exhibit 4.3
IN WITNESS WHEREOF, the Depositor, the Servicer and the Trustee have
caused this Variable Funding Supplement to be duly executed by their respective
officers as of the day and year first above written.
BOMBARDIER CREDIT RECEIVABLES CORPORATION, as Depositor,
By: /s/ Xxxxxxx X. Xxxxx
--------------------------------------
Name: Xxxxxxx X. Xxxxx
---------------------------------
Title: Vice President
---------------------------------
By: /s/ Xxxxxx Xxxxxxxxxx
--------------------------------------
Name: Xxxxxx Xxxxxxxxxx
---------------------------------
Title: Assistant Secretary
---------------------------------
BOMBARDIER CAPITAL INC., as Servicer,
By: /s/ Xxxxxxx X. Xxxxx
--------------------------------------
Name: Xxxxxxx X. Xxxxx
---------------------------------
Title: Vice President
---------------------------------
By: /s/ Xxxxxx Xxxxxxxxxx
--------------------------------------
Name: Xxxxxx Xxxxxxxxxx
---------------------------------
Title: Assistant Treasurer
---------------------------------
BANKERS TRUST COMPANY, as Trustee,
By: /s/ Xxxxx X. Xxxxx
--------------------------------------
Name: Xxxxx X. Xxxxx
---------------------------------
Title: Vice President
---------------------------------
8
EXHIBIT A
FORM OF FACE OF VARIABLE FUNDING CERTIFICATE
THIS VARIABLE FUNDING CERTIFICATE HAS NOT BEEN REGISTERED UNDER THE
SECURITIES ACT OF 1933, AS AMENDED. NEITHER THIS VARIABLE FUNDING CERTIFICATE
NOR ANY PORTION HEREOF MAY BE OFFERED OR SOLD EXCEPT IN COMPLIANCE WITH THE
REGISTRATION PROVISIONS OF SUCH ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM
SUCH REGISTRATION PROVISIONS.
THIS VARIABLE FUNDING CERTIFICATE IS NOT PERMITTED TO BE TRANSFERRED,
ASSIGNED, EXCHANGED OR OTHERWISE PLEDGED OR CONVEYED EXCEPT IN COMPLIANCE WITH
THE TERMS OF THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN.
No. VFC-___
BOMBARDIER RECEIVABLES MASTER TRUST I
VARIABLE FUNDING CERTIFICATE
THIS CERTIFICATE REPRESENTS AN INTEREST IN CERTAIN
ASSETS OF THE BOMBARDIER RECEIVABLES MASTER TRUST I
Evidencing an interest in a trust, the corpus of which consists primarily of a
pool of receivables (the "Receivables") generated from time to time in the
ordinary course of business in a portfolio of revolving financing arrangements
entered into by Bombardier Capital Inc. ("BCI") with certain dealers located in
the United States to finance such dealers' consumer, recreational and commercial
product inventory and the corpus of which may in the future consist of accounts
purchased by BCI from its affiliates, which accounts consist of credit extended
by such affiliates to their customers for the purchase of certain products.
This certificate (a "Certificate") does not represent any interest in, or
obligation of, Bombardier Credit Receivables Corporation ("BCRC") or any
affiliate thereof.
Unless the certificate of authentication hereon has been executed by
or on behalf of the Trustee, by manual signature, this Variable Funding
Certificate shall not be entitled to any benefit under the Pooling and Servicing
Agreement referred to on the reverse side hereof, or be valid for any purpose.
THIS CERTIFICATE SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY
THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW
PROVISIONS, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER
SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.
IN WITNESS WHEREOF, the Trustee has caused this Variable Funding
Certificate to be duly executed on behalf of the Trust.
BOMBARDIER RECEIVABLES MASTER TRUST I
By: BANKERS TRUST COMPANY, not in its individual
capacity but solely as Trustee
By:_______________________________
Authorized Officer
Dated: __________
TRUSTEE'S CERTIFICATE OF AUTHENTICATION
This is the Variable Funding Certificate described in the within-
mentioned Pooling and Servicing Agreement.
BANKERS TRUST COMPANY,
as Trustee,
By:_________________________________
Authorized Officer
2
FORM OF REVERSE OF VARIABLE FUNDING CERTIFICATE
This certifies that ________________ (the "Holder") is the registered
owner of a fractional undivided interest in certain assets of the BOMBARDIER
RECEIVABLES MASTER TRUST I (the "Trust") created pursuant to the Pooling and
Servicing Agreement (the "P&S") dated as of January 1, 1994, as supplemented by
the Variable Funding Supplement (the "Variable Funding Supplement") and the
Series 1994-1 Supplement (the "Series Supplement"), each dated as of January 1,
1994, among Bombardier Credit Receivables Corporation, as Depositor, Bombardier
Capital Inc., as Servicer, and Bankers Trust Company, as trustee (the
"Trustee"), that are allocated to the interest represented by the Variable
Funding Certificate (the "Certificate") pursuant to the P&S and the Variable
Funding Supplement. The P&S, the Variable Funding Supplement and the Series
Supplement are hereinafter collectively referred to as the Pooling and Servicing
Agreement. The corpus of the Trust will include (a) certain Receivables
existing under the Accounts at the close of business on January 1, 1994 (the
"Initial Cut-off Date"), certain Receivables generated under the Accounts from
time to time thereafter, as well as certain Receivables generated in any
Accounts added to the Trust from time to time after the Initial Cut-off Date,
(b) all funds collected or to be collected in respect of such Receivables, (c)
all funds on deposit on certain accounts of the Trust, (d) an assignment of
BCRC's rights, as purchaser, under the Receivables Purchase Agreement, and (e)
an assignment of a security interest, if any, in certain consumer, recreational
and commercial products financed by the Receivables securing the Receivables.
In addition to the Variable Funding Certificate, the Retained Certificate and
the Class A and Class B Certificates will be issued pursuant to the Pooling and
Servicing Agreement and one or more new Series may be issued pursuant to the
Pooling and Servicing Agreement.
The Receivables consist of advances made directly or indirectly by BCI
to consumer, recreational and commercial products dealers located in the United
States and may in the future also consist of extensions of credit made by
affiliates of BCI to their customers of certain products manufactured or
distributed by such affiliates.
This Certificate is issued under and is subject to the terms,
provisions and conditions of the Pooling and Servicing Agreement, to which
Pooling and Servicing Agreement, as amended and supplemented from time to time,
the Holder by virtue of the acceptance hereof assents and is bound. Although a
summary of certain provisions of the Pooling and Servicing Agreement is set
forth below, this Certificate does not purport to summarize the Pooling and
Servicing Agreement and reference is made to the Pooling and Servicing Agreement
for information with respect to the interests, rights, benefits, obligations,
proceeds and duties evidenced hereby and the rights, duties and obligations of
the Trustee. A copy of the Pooling and Servicing Agreement may be requested
from the Trustee by writing to the Trustee at Xxxx Xxxxxx Xxxxxx, Xxx Xxxx, Xxx
Xxxx 00000, Attention: Corporate Trust and Agency Group. To the extent not
defined herein, the
3
capitalized terms used herein have the meanings ascribed to them in the Pooling
and Servicing Agreement.
Any beneficial or registered owner of the Variable Funding Certificate
agrees, by acceptance of such ownership, not to file or cause to be filed, as a
result of holding such Certificate, a voluntary or involuntary petition for
relief under the Federal Bankruptcy Code or any similar applicable state law
with respect to the Depositor; provided, that this sentence shall not prevent
--------
such filing as a result of other interests or rights which such holder may have
(other than solely as a result of owning the Variable Funding Certificate).
This Certificate is not permitted to be transferred, assigned,
exchanged or otherwise pledged or conveyed except in accordance with the Pooling
and Servicing Agreement, including Section 6.03(c) of the Pooling and Servicing
Agreement.
This Certificate is the Variable Funding Certificate, which represents
an interest in certain assets of the Trust, including the right to receive a
portion of the Collections and other amounts at the times and in the amounts
specified in the Pooling and Servicing Agreement. The aggregate interest
represented by this Certificate at any time in the Receivables in the Trust
shall not exceed the Variable Funding Amount at such time.
The obligations created by the Pooling and Servicing Agreement and the
Trust created thereby shall terminate upon the Trust Termination Date.
4
EXHIBIT B
DISTRIBUTION DATE STATEMENT
(a) The aggregate amount of Interest Collections and the aggregate
amount of Principal Collections processed during the immediately preceding
Collection Period;
(b) The Variable Funding Percentage for such Collection Period;
(c) The total amount, if any, distributed on the Variable Funding
Certificate;
(d) The amount of such distribution attributable to Principal
Collections for the related Collection Period;
(e) The amount of such distribution attributable to Non-Principal
Collections for the related Collection Period;
(f) The Variable Funding Amount for such Distribution Date;
(g) The Variable Funding Default Amount for such Distribution Date;
and
(h) The amount of the Monthly Servicing Fee for the preceding
Collection Period.
