Common use of Calculation Agent; Determination of LIBOR Clause in Contracts

Calculation Agent; Determination of LIBOR. (a) The Issuer hereby agrees that for so long as any Series 2009-1 Notes are Outstanding, there shall at all times be an agent appointed to calculate LIBOR for each Interest Period (the “Calculation Agent”). The Issuer hereby initially appoints the Indenture Trustee as the Calculation Agent for purposes of determining LIBOR for each Interest Period. The Calculation Agent may be removed by the Issuer at any time. If the Calculation Agent is unable or unwilling to act as such or is removed by the Issuer, or if the Calculation Agent fails to determine LIBOR for an Interest Period, the Issuer shall promptly appoint a replacement Calculation Agent that does not control or is not controlled by or under common control with the Issuer or its Affiliates. The Calculation Agent may not resign its duties, and the Issuer may not remove the Calculation Agent, without a successor having been duly appointed. (b) The Class A Interest Rate, Class B Interest Rate and the Class C Interest Rate, applicable to the then current and the immediately preceding Interest Periods, may be obtained by contacting the Indenture Trustee at its Master Owner Trust Corporate Trust Office at ▇▇▇▇▇://▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇▇/Home.jsp or (▇▇▇) ▇▇▇-▇▇▇▇ or such other telephone number as shall be designated by the Indenture Trustee for such purpose by prior written notice by the Indenture Trustee to each Noteholder from time to time. (c) With respect to (i) the Class A Notes, on the second Business Day preceding the 15th day of each month (or, if such day is not a Business Day, the next following Business Day), or, in the case of the initial Interest Period, on the Business Day preceding the applicable Loan Subscription Date under TALF, the Calculation Agent shall send to the Indenture Trustee and the Master Owner Trust Beneficiary, by facsimile transmission, notification of LIBOR for the following Interest Period, the Class A Interest Rate and the Class A Monthly Interest and (ii) the Class B Notes and the Class C Notes, on the second Business Day preceding the first day of each Interest Period (or, in the case of the initial Interest Period, on the Business Day preceding the applicable Loan Subscription Date under TALF), the Calculation Agent shall send to the Indenture Trustee and the Master Owner Trust Beneficiary, by facsimile transmission, notification of LIBOR for the following Interest Period, the Class B Interest Rate, the Class C Interest Rate, the Class B Monthly Interest and the Class C Monthly Interest.

Calculation Agent; Determination of LIBOR. (a) The Issuer hereby agrees that for so long as any Series 2009-1 200_-__ Notes are Outstanding, there shall at all times be an agent appointed to calculate LIBOR for each Interest Period (the “Calculation Agent”"CALCULATION AGENT"). The Issuer hereby initially appoints the Indenture Trustee as the Calculation Agent for purposes of determining LIBOR for each Interest Period. The Calculation Agent may be removed by the Issuer at any time. If the Calculation Agent is unable or unwilling to act as such or is removed by the Issuer, or if the Calculation Agent fails to determine LIBOR for an Interest Period, the Issuer shall promptly appoint a replacement Calculation Agent that does not control or is not controlled by or under common control with the Issuer or its Affiliates. The Calculation Agent may not resign its duties, and the Issuer may not remove the Calculation Agent, without a successor having been duly appointed. (b) The Class A Interest Rate, Rate and Class B Interest Rate and the Class C Interest Rate, applicable to the then current and the immediately preceding Interest Periods, may be obtained by contacting the Indenture Trustee at its Master Owner Trust Corporate Trust Office at ▇▇▇▇▇://▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇www.▇▇▇▇▇▇▇▇▇.▇▇▇/Home.jsp _____ or (▇▇▇) ▇▇▇-▇▇▇▇ ______ or such other telephone number as shall be designated by the Indenture Trustee for such purpose by prior written notice by the Indenture Trustee to each Noteholder from time to time. (c) With respect to (i) the Class A Notes, on the second Business Day preceding the 15th day of On each month (or, if such day is not a Business Day, the next following Business Day), or, in the case of the initial Interest Period, on the Business Day preceding the applicable Loan Subscription Date under TALFLIBOR Determination Date, the Calculation Agent shall send to the Indenture Trustee and the Master Owner Trust Beneficiary, by facsimile transmission, notification of LIBOR for the following Interest Period, the Class A Interest Rate and the Class A Monthly Interest and (ii) the Class B Notes and the Class C Notes, on the second Business Day preceding the first day of each Interest Period (or, in the case of the initial Interest Period, on the Business Day preceding the applicable Loan Subscription Date under TALF), the Calculation Agent shall send to the Indenture Trustee and the Master Owner Trust Beneficiary, by facsimile transmission, notification of LIBOR for the following Interest PeriodRate, the Class B Interest Rate, the Class C Interest Rate, the Class B A Monthly Interest and the Class C B Monthly Interest.

Calculation Agent; Determination of LIBOR. (a) The Issuer hereby agrees that for so long as any Series 20092005-1 Notes are Outstanding, there shall at all times be an agent appointed to calculate LIBOR for each Interest Period (the “Calculation Agent”). The Issuer hereby initially appoints the Indenture Trustee as the Calculation Agent for purposes of determining LIBOR for each Interest Period. The Calculation Agent may be removed by the Issuer at any time. If the Calculation Agent is unable or unwilling to act as such or is removed by the Issuer, or if the Calculation Agent fails to determine LIBOR for an Interest Period, the Issuer shall promptly appoint a replacement Calculation Agent that does not control or is not controlled by or under common control with the Issuer or its Affiliates. The Calculation Agent may not resign its duties, and the Issuer may not remove the Calculation Agent, without a successor having been duly appointed. (b) The Class A Interest Rate, Rate and Class B Interest Rate and the Class C Interest Rate, applicable to the then current and the immediately preceding Interest Periods, may be obtained by contacting the Indenture Trustee at its Master Owner Trust Corporate Trust Office at ▇▇▇▇▇://▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇▇▇▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇▇/Home.jsp /corptrustprod/irmast.nsf/fissuers?openform or (▇▇▇) ▇▇▇-▇▇▇▇ or such other telephone number as shall be designated by the Indenture Trustee for such purpose by prior written notice by the Indenture Trustee to each Noteholder from time to time. (c) With respect to (i) the Class A Notes, on the second Business Day preceding the 15th day of On each month (or, if such day is not a Business Day, the next following Business Day), or, in the case of the initial Interest Period, on the Business Day preceding the applicable Loan Subscription Date under TALFLIBOR Determination Date, the Calculation Agent shall send to the Indenture Trustee and the Master Owner Trust Beneficiary, by facsimile transmission, notification of LIBOR for the following Interest Period, the Class A Interest Rate and the Class A Monthly Interest and (ii) the Class B Notes and the Class C Notes, on the second Business Day preceding the first day of each Interest Period (or, in the case of the initial Interest Period, on the Business Day preceding the applicable Loan Subscription Date under TALF), the Calculation Agent shall send to the Indenture Trustee and the Master Owner Trust Beneficiary, by facsimile transmission, notification of LIBOR for the following Interest PeriodRate, the Class B Interest Rate, the Class C Interest Rate, the Class B A Monthly Interest and the Class C B Monthly Interest.

Calculation Agent; Determination of LIBOR. (a) The Issuer hereby agrees that for so long as any Series 20092004-1 Notes are Outstanding, there shall at all times be an agent appointed to calculate LIBOR for each Interest Period (the “Calculation Agent”). The Issuer hereby initially appoints the Indenture Trustee as the Calculation Agent for purposes of determining LIBOR for each Interest Period. The Calculation Agent may be removed by the Issuer at any time. If the Calculation Agent is unable or unwilling to act as such or is removed by the Issuer, or if the Calculation Agent fails to determine LIBOR for an Interest Period, the Issuer shall promptly appoint a replacement Calculation Agent that does not control or is not controlled by or under common control with the Issuer or its Affiliates. The Calculation Agent may not resign its duties, and the Issuer may not remove the Calculation Agent, without a successor having been duly appointed. (b) The Class A Interest Rate, Rate and Class B Interest Rate and the Class C Interest Rate, applicable to the then current and the immediately preceding Interest Periods, may be obtained by contacting the Indenture Trustee at its Master Owner Trust Corporate Trust Office at ▇▇▇▇▇://▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇▇▇▇▇▇.▇▇▇▇▇▇▇▇▇.▇▇▇/Home.jsp /corptrustprod/irmast.nsf/fissuers?openform or (▇▇▇) ▇▇▇-▇▇▇▇ or such other telephone number as shall be designated by the Indenture Trustee for such purpose by prior written notice by the Indenture Trustee to each Noteholder from time to time. (c) With respect to (i) the Class A Notes, on the second Business Day preceding the 15th day of On each month (or, if such day is not a Business Day, the next following Business Day), or, in the case of the initial Interest Period, on the Business Day preceding the applicable Loan Subscription Date under TALFLIBOR Determination Date, the Calculation Agent shall send to the Indenture Trustee and the Master Owner Trust Beneficiary, by facsimile transmission, notification of LIBOR for the following Interest Period, the Class A Interest Rate and the Class A Monthly Interest and (ii) the Class B Notes and the Class C Notes, on the second Business Day preceding the first day of each Interest Period (or, in the case of the initial Interest Period, on the Business Day preceding the applicable Loan Subscription Date under TALF), the Calculation Agent shall send to the Indenture Trustee and the Master Owner Trust Beneficiary, by facsimile transmission, notification of LIBOR for the following Interest PeriodRate, the Class B Interest Rate, the Class C Interest Rate, the Class B A Monthly Interest and the Class C B Monthly Interest.