Senior Subordinated Notes Interest Reserve Account Excess Amount definition

Senior Subordinated Notes Interest Reserve Account Excess Amount means, as of any date of determination for a Co-Issuer, the excess, if any, of the sum of (a) the amount on deposit in such Co-Issuer’s Senior Subordinated Notes Interest Reserve Account and (b) the amount available to such Co-Issuer under any Interest Reserve Letter of Credit relating to the Senior Subordinated Notes (which shall be deemed to equal, for such Co-Issuer, the product of the amount available under such Interest Reserve Letter of Credit and the respective Manager’s good faith estimate (in accordance with the applicable Managing Standard) of such Co-Issuer’s Allocable Share of the Senior Subordinated Notes Interest Reserve Amount) over such Co-Issuer’s Allocable Share of the Senior Subordinated Notes Interest Reserve Amount.

Senior Subordinated Notes Interest Reserve Account Excess Amount means, as of any date of determination for a Co-Issuer, the excess, if any, of the sum of (a) the amount on deposit in such Co-Issuer’s Senior Subordinated Notes Interest Reserve Account and (b) the amount available to such Co- Issuer under any Interest Reserve Letter of Credit relating to the Senior Subordinated Notes (which shall be deemed to equal, for such Co-Issuer, the product of the amount available under such Interest Reserve Letter of Credit and the respective Manager’s good faith estimate (in accordance with the applicable Managing Standard) of such Co-Issuer’s Allocable Share of the Senior Subordinated Notes Interest Reserve Amount) over such Co-Issuer’s Allocable Share of the Senior Subordinated Notes Interest Reserve Amount. “Senior Subordinated Notes Interest Reserve Amount” means, with respect to any Quarterly Payment Date (and any Weekly Allocation Date related thereto), an amount equal to the Senior Subordinated Notes Quarterly Interest Amount due on the next Quarterly Payment Date. “Senior Subordinated Notes Post-ARD Additional Interest Account” has the meaning set forth in Section 5.6 of the Base Indenture. “Senior Subordinated Notes Principal Payment Accounts” has the meaning set forth in Section 5.6 of the Base Indenture. “Senior Subordinated Notes Quarterly Interest Amount” means, with respect to each Quarterly Payment Date, the aggregate amount of interest due and payable, with respect to any Class of Senior Subordinated Notes Outstanding, on the Senior Subordinated Notes that is identified as the “Senior Subordinated Notes Quarterly Interest Amount” in the applicable Series Supplement (other than any Post- ARD Additional Interest).

Examples of Senior Subordinated Notes Interest Reserve Account Excess Amount in a sentence

• Until such time as any such Senior Subordinated Notes Interest Reserve Account Excess Amount is paid to any applicable third party (as opposed to transfers between Indenture Trust Accounts of the Co-Issuers pursuant to a Weekly Manager’s Certificate), the applicable Co-Issuer will hold such amount as agent on behalf of the other Co-Issuer.

• Following payment of any such Senior Subordinated Notes Interest Reserve Account Excess Amount, such amount shall be treated as an intercompany loan with an interest rate determined by the applicable Manager in accordance with the applicable Managing Standard.

• For greater certainty, any payment out of a Co-Issuer’s Senior Subordinated Notes Interest Reserve Account in respect of which a deposit has been made under this Section 5.3(b) shall be deemed to be paid first out of amounts allocated to such account out of such Co-Issuer’s own Collections and second out of any such Senior Subordinated Notes Interest Reserve Account Excess Amount transferred from the other Co-Issuer.