Common use of Cash Trap Reserve Clause in Contracts

Cash Trap Reserve. If a Cash Trap Condition occurs and none of a Cash Sweep Condition, an Amortization Period or an ARD Period is then in effect and no acceleration of the maturity of the Notes has occurred following the occurrence and continuation of an Event of Default, then, from and after the date that it is determined that a Cash Trap Condition has occurred (as set forth in the Manager Report) and for so long as such Cash Trap Condition continues to exist (and no Amortization Period or ARD Period has commenced and no acceleration of the maturity of the Notes has occurred following the occurrence and continuation of an Event of Default), 50% of the Available Funds to be paid pursuant to Section 5.01(a)(vii) shall be deposited into the Cash Trap Reserve Account. Prior to an Amortization Period, an ARD Period or the acceleration of the maturity of the Notes occurring following the occurrence and continuation of an Event of Default, (x) if such Cash Trap Condition ceases to exist pursuant to clause (i) of the definition thereof, any funds then on deposit in the Cash Trap Reserve Account will be released to the Issuer and (y) if such Cash Trap Condition ceases to exist pursuant to clause (ii) of the definition thereof, then the product of the Cash Sweep Percentage as of such Payment Date and the amount of funds on deposit in the Cash Trap Reserve Account will be paid to the Holders of each Class of Notes in direct order of alphanumerical designation in respect of principal pro rata based on the Note Principal Balance of each such Note of such Class. On the first Payment Date to occur after (x) the commencement of an Amortization Period, (y) the acceleration of the maturity of the Notes has occurred following the occurrence and continuation of an Event of Default or (z) written direction from the Issuer, at its option, the Indenture Trustee shall apply all funds on deposit in the Cash Trap Reserve Account on such Payment Date pursuant to such written direction of the Manager, acting on behalf of the Issuer, (i) to reimburse the Indenture Trustee, the Back-Up Manager and the Servicer for any amounts then due to the Servicer, the Back-Up Manager and the Indenture Trustee hereunder or under the other Transaction Documents (including unpaid Additional Obligor Expenses, and all unpaid fees, expenses, and indemnification due to the Servicer, the Back-Up Manager and the Indenture Trustee hereunder and under the other Transaction Documents), and then (ii) to pay to the Holders of each Class of Notes in direct order of alphanumerical designation, the amounts due in respect of such Notes as provided pursuant to Sections 5.01(a)(ix), 5.01(a)(x) and 5.01(a)(xiii), as applicable. On the first Payment Date to occur on or after the commencement of an ARD Period (in circumstances where there is no Amortization Period and no acceleration of the maturity of the Notes following the occurrence and continuation of an Event of Default), the Indenture Trustee shall apply all funds on deposit in the Cash Trap Reserve Account on such Payment Date pursuant to written direction of the Manager, acting on behalf of the Issuer, (i) to reimburse the Indenture Trustee, the Back-Up Manager and the Servicer any amounts then due to the Servicer, the Back-Up Manager and the Indenture Trustee hereunder or under the other Transaction Documents (including unpaid Additional Obligor Expenses, and all unpaid fees, expenses, and indemnification due to the Servicer, the Back-Up Manager and the Indenture Trustee hereunder and under the other Transaction Documents), and then (ii) to pay to the Holders of each Class of Notes subject to an ARD Period (and, if any such Notes are Variable Funding Notes, all Classes of Notes, regardless of Series, that have the same or a higher alphabetical designation as such Variable Funding Notes) the amounts provided pursuant to Sections 5.01(a)(xi), 5.01(a)(xiv) and 5.01(a)(xv).

Cash Trap Reserve. If a Cash Trap Condition occurs and none of a Cash Sweep Condition, shall occur when neither an Amortization Period or an nor a Post-ARD Period is then in effect and no acceleration Event of the maturity of the Notes Default has occurred following the occurrence and continuation of an Event of Defaultis continuing, then, from and after the date that it is determined that a Cash Trap Condition has occurred (as set forth in the Manager Servicing Report) and for so long as such Cash Trap Condition continues to exist (and no Amortization Period is in effect or Post-ARD Period has commenced and no acceleration Event of the maturity of the Notes Default has occurred following the occurrence and continuation of an Event of Defaultor is continuing), 50% of the Available Funds to be paid remaining after the distribution pursuant to Section 5.01(a)(vii) (except as otherwise expressly provided below) shall be deposited into with the Indenture Trustee and held in a Reserve Account (the “Cash Trap Reserve Account”) in accordance with the terms of the Cash Management Agreement and this Indenture (such funds, together with any interest thereon, the “Cash Trap Reserve”). Prior to the commencement of an Amortization Period or a Post-ARD Period, an ARD Period or the acceleration of the maturity of the Notes occurring following the occurrence and continuation of an Event of Default, (x) if such Cash Trap Condition ceases to exist pursuant to clause (i) and if no Event of the definition thereofDefault has occurred and is continuing, any funds then on deposit in the Cash Trap Reserve Account will shall be released to the Issuer and (y) if such Cash Trap Condition ceases to exist pursuant to clause (ii) of the definition thereof, then the product of the Cash Sweep Percentage as of such Payment Date and the amount of funds on deposit in the Cash Trap Reserve Account will be paid to the Holders of each Class of Notes in direct order of alphanumerical designation in respect of principal pro rata based on the Note Principal Balance of each such Note of such Class. On the first Payment Date to occur after (x) the commencement of an Amortization Period, (y) the acceleration of the maturity of the Notes has occurred following the occurrence and continuation of an Event of Default or (z) written direction from the Issuer, at its option, the Indenture Trustee shall apply all funds on deposit in the Cash Trap Reserve Account on such Payment Date pursuant to such written direction of the Manager, acting on behalf of the Issuer, (i) to reimburse the Indenture Trustee, the Back-Up Manager and the Servicer for any amounts then due to the Servicer, the Back-Up Manager and the Indenture Trustee hereunder or under the other Transaction Documents (including unpaid Additional Obligor Expenses, and all unpaid fees, expenses, and indemnification due to the Servicer, the Back-Up Manager and the Indenture Trustee hereunder and under the other Transaction Documents), and then (ii) to pay to the Holders of each Class of Notes in direct order of alphanumerical designation, the amounts due in respect of such Notes as provided pursuant to Sections 5.01(a)(ix), 5.01(a)(x) and 5.01(a)(xiii), as applicable. On the first Payment Date to occur on or after the commencement of an Amortization Period or a Post-ARD Period (in circumstances where there is no Amortization Period and no acceleration of the maturity of the Notes following or after the occurrence and continuation of an Event of Default)Default that is then continuing or on any other Payment Date at the election of the Issuer, the Indenture Trustee shall apply all funds on deposit in the Cash Trap Reserve Account shall be transferred to the Collection Account and applied on such Payment Date pursuant to written direction of the Manager, acting on behalf of the Issuer, (i) to reimburse the Indenture Trustee, the Back-Up Manager and the Servicer any amounts then due to the Servicer, the Back-Up Manager and the Indenture Trustee hereunder or under the other Transaction Documents (including unpaid Additional Obligor Expenses, and all unpaid fees, expenses, and indemnification due to the Servicer, the Back-Up Manager and the Indenture Trustee hereunder and under the other Transaction Documents), and then (ii) to pay to the Holders of each Class of Notes subject to an ARD Period (and, if any such Notes are Variable Funding Notes, all Classes of Notes, regardless of Series, that have the same or a higher alphabetical designation as such Variable Funding Notes) the amounts provided pursuant to Sections 5.01(a)(xi), 5.01(a)(xiv) and 5.01(a)(xv).in accordance with Article V.