Common use of Class C Notes Clause in Contracts

Class C Notes. (i) Commencing on the second Determination Date after the commencement of the Class C Controlled Amortization Period, or the first Determination Date after the commencement of the Series 1999-1 Rapid Amortization Period, (provided that the Class A Notes and the Class B Notes shall have then been paid in full), the Servicer shall instruct the Trustee or the Paying Agent as to the following: (A) the Class C Controlled Distribution Amount for the Related Month, (B) the amount allocated to the Class C Notes during the Related Month pursuant to Section 4.7(b)(i)(2) or 4.7(c)(i)(2) of this Supplement, as applicable, and (C) the amount, if any, by which the amount in clause (A) above exceeds the amount in clause (B) above (the amount of such excess, the "Class C Controlled Distribution Amount Deficiency"); and (ii) Commencing on the second Payment Date after the commencement of the Class C Controlled Amortization Period, the Trustee shall, subject to Section 4.16 of this Supplement, (1) withdraw from the Series 1999-1 Collection Account an amount equal to the lesser of the amounts specified in clauses (A) and (B) of Section 4.10(c)(i) of this Supplement, (2) to the extent any Class C Controlled Distribution Amount Deficiency remains after application of the amounts specified in clause (1) of this subsection, the Master Servicer shall instruct the Trustee or the Paying Agent to withdraw, from funds on deposit in the Excess Funding Accounts, for the other Group I Series of Notes, if any, an amount equal to the lesser of (x) the aggregate amount on deposit in such Excess Funding Accounts on such Payment Date (after application of any such amounts to pay principal and interest in respect of the related Series of Notes pursuant to the related Series Supplements) in excess of the related Available Subordinated Amounts at such time, and (y) the remaining amount of the Class C Controlled Distribution Amount Deficiency, and deposit such amounts in the Class C Distribution Account to be paid, pro rata, to the Class C Noteholders on account of the Class C Controlled Distribution Amount, provided that any such amounts withdrawn from the Excess Funding Accounts for the other Group I Series of Notes shall be applied on a pro rata basis with respect to each Group I Series of Notes with respect to which a Class C Controlled Distribution Amount Deficiency exists after application of the amounts specified in the corresponding sections of the related Series Supplements, (3) to the extent any Class C Controlled Distribution Amount Deficiency exists after application of the amount specified in clauses (1) and (2) of this subsection, the Master Servicer shall instruct the Trustee or the Paying Agent to withdraw, from funds on deposit in the Series 1999-1 Excess Funding Account, an amount equal to the least of (u) the amount on deposit in the Series 1999-1 Excess Funding Account on such Payment Date (after application of any amounts pursuant to Sections 4.9(a), (b), (c) and (d) and Sections 4.10(a) and (b) of this Supplement), (v) the Series 1999-1 Available Subordinated Amount at such time and (w) the remaining amount of the Class C Controlled Distribution Amount Deficiency and deposit such amounts in the Class C Distribution Account to be paid, pro rata, to the Class C Noteholders on account of the Class C Controlled Distribution Amount, and (4) to the extent any Class C Controlled Distribution Amount Deficiency remains after application of the amounts specified in clauses (1) through (3) of this subsection, if amounts have been drawn on the Series 1999-1 Letter of Credit and deposited into the Series 1999-1 Collection Account pursuant to Section 4.18 of this Supplement, or amounts have been claimed under the Demand Note or drawn under the Series 1999-1 Letter of Credit in respect thereof and deposited into the Series 1999-1 Collection Account pursuant to Section 4.19 of this Supplement, the Master Servicer shall instruct the Trustee or the Paying Agent to withdraw from the Series 1999-1 Collection Account on such Payment Date the lesser of (x) the amount on deposit in the Series 1999-1 Collection Account representing such draw on the Series 1999-1 Letter of Credit or payment under the Demand Note (after application of any portion thereof pursuant to Sections 4.9(a), (b), (c) and (d) and Sections 4.10(a) and (b) of this Supplement) and (y) the remaining amount of the Class C Controlled Distribution Amount Deficiency (if any), and deposit such amounts in the Class C Distribution Account to be paid, pro rata, to the Class C Noteholders on account of the Class C Controlled Distribution Amount; provided, however, that on the final Payment Date for the Class C Notes, the Trustee shall withdraw from such accounts, as provided above, an amount which is no greater than the sum of the Class C Invested Amount as of such date and the amounts described in Section 4.25 of this Supplement. The Invested Amount of all outstanding Class C Notes and the amounts described in Section 4.25 of this Supplement shall be due and payable on the Series 1999- 1 Termination Date. (iii) Commencing on the first Payment Date after the commencement of the Series 1999-1 Rapid Amortization Period, provided that the Class A Notes and the Class B Notes shall have then been paid in full, the Trustee shall (1) withdraw from the Series 1999-1 Collection Account the amount allocated thereto pursuant to Section 4.7(c)(i)(2) of this Supplement, (2) to the extent any portion of the Class C Invested Amount still remains unpaid after application of the amounts specified in clause (1) above, the Master Servicer shall instruct the Trustee or the Paying Agent to withdraw, from funds on deposit in the related Excess Funding Accounts of any additional Group I Series of Notes, if any, an amount equal to the lesser of (x) the aggregate amount on deposit in such Excess Funding Accounts on such Payment Date (after application of any such amounts to pay principal and interest in respect of the related Series of Notes pursuant to the related Series Supplement) in excess of the related Available Subordinated Amounts at such time, and (y) the unpaid portion of the Class C Invested Amount and deposit such amounts in the Class C Distribution Account to be paid, pro rata, to the Class C Noteholders, provided that any such amounts withdrawn from the Excess Funding Accounts for the other Group I Series of Notes shall be applied on a pro rata basis with respect to each Group I Series of Notes with respect to which a deficiency exists, (3) to the extent any portion of the Class C Invested Amount still remains unpaid after application of the amount specified in clauses (1) and (2) above, the Master Servicer shall instruct the Trustee or the Paying Agent to withdraw, from funds on deposit in the Series 1999-1 Excess Funding Account, an amount equal to the least of (u) the amount on deposit in the Series 1999-1 Excess Funding Account on such Payment Date (after application of any amounts pursuant to Sections 4.9(a), (b), (c) and (d) and Sections 4.10(a) and (b) of this Supplement), (v) the Series 1999-1 Available Subordinated Amount at such time and (w) the unpaid portion of the Class C Invested Amount and deposit such amount in the Class C Distribution Account to be paid, pro rata, to the Class C Noteholders, and (4) to the extent any portion of the Class C Invested Amount still remains unpaid after application of the amounts specified in clauses (1) through (3) above, if amounts have been drawn on the Series 1999-1 Letter of Credit and deposited into the Series 1999-1 Collection Account pursuant to Section 4.18 of this Supplement or amounts have been claimed under the Demand Note or drawn under the Series 1999-1 Letter of Credit in respect thereof and deposited into the Series 1999-1 Collection Account pursuant to Section 4.19 of this Supplement, the Master Servicer shall instruct the Trustee or the Paying Agent to withdraw from the Series 1999-1 Collection Account on such Payment Date the least of (x) the amount on deposit in the Series 1999-1 Collection Account representing such draw on the Series 1999-1 Letter of Credit or payment under the Demand Note (after application of any portion thereof pursuant to Sections 4.9(a), (b), (c) and (d) and Sections 4.10(a) and (b) of this Supplement), (y) the Permitted Principal Draw Amount on such date (after giving effect to any withdrawals from the Series 1999-1 Collection Account pursuant to Sections 4.10(a) and (b)) and (z) the excess of the Class C Invested Amount over the amounts described in clauses (1) through (3) above and deposit such amounts in the Class C Distribution Account to be paid, pro rata, to the Class C Noteholders; provided, however, that on the final Payment Date for the Class C Notes, the Trustee shall withdraw from the Series 1999-1 Collection Account, as provided above, an aggregate amount which is no greater than the sum of the Class C Invested Amount as of such date and the amounts described in Section 4.25 of this Supplement. Subject to Section 4.16 of this Supplement, the Invested Amount of each outstanding Class of Class C Notes and the amounts described in Section 4.25 of this Supplement shall be due and payable on the Series 1999-1 Termination Date for such Class. (iv) On each Payment Date occurring on or after the date a withdrawal is made pursuant to Section 4.10(c)(ii) and (iii) of this Supplement, the Paying Agent shall, in accordance with Section 5.1 of the Base Indenture and the Servicer's most recent Monthly Certificate pay to the applicable Class C Noteholders, pro rata, the amount deposited in the Class C Distribution Account for the payment of principal pursuant to Section 4.10(c)(ii) and (iii), as applicable, of this Supplement.

Class C Notes. (i) Commencing on the second Determination Date after the commencement of the Class C C-1 Controlled Amortization Period, the Class C-2 Controlled Amortization Period or the Class C-3 Controlled Amortization Period (as the case may be), or the first Determination Date after the commencement of the Series 1999-1 1997 1/N1 Rapid Amortization Period, (provided that the Class A Notes and the Class B Notes shall have then been paid in full), the Servicer shall instruct the Trustee or the Paying Agent as to the following: (A1) the Class C C-1 Controlled Distribution Amount for the Related Month, (B2) the amount allocated to the Class C C-1 Notes during the Related Month pursuant to Section 4.7(b)(i)(3) or 4.7(c)(i)(3) of this Supplement, as applicable, and (3) the amount, if any, by which the amount in clause (A)(1) above exceeds the amount in clause (A)(2) above (the amount of such excess, the "Class C-1 Controlled Distribution Amount Deficiency"); and (1) the Class C-2 Controlled Distribution Amount for the Related Month, (2) the amount allocated to the Class C-2 Notes during the Related Month pursuant to Section 4.7(b)(i)(3) or 4.7(c)(i)(3) of this Supplement, as applicable, and (3) the amount, if any, by which the amount in clause (B)(1) above exceeds the amount in clause (B)(2) above (the amount of such excess, the "Class C-2 Controlled Distribution Amount Deficiency"). (1) the Class C-3 Controlled Distribution Amount for the Related Month, (2) the amount allocated to the Class C-3 Notes during the Related Month pursuant to Section 4.7(b)(i)(2) or 4.7(c)(i)(2) of this -85- 90 Supplement, as applicable, and (C3) the amount, if any, by which the amount in clause (AB)(1) above exceeds the amount in clause (BB)(2) above (the amount of such excess, the "Class C-2 Controlled Distribution Amount Deficiency" and, together with the Class C-2 Controlled Distribution Amount Deficiency and the Class C-3 Controlled Distribution Amount Deficiency, the "Class C Controlled Distribution Amount Deficiency"); and. (iiA) Commencing on the second Payment Date after the commencement of the Class C C-1 Controlled Amortization Period, the Trustee shall, [subject to Section 4.16 4.14 of this Supplement, ,] (1) withdraw from the Series 1999-1 1997 1/N1 Collection Account an amount equal to the lesser of the amounts specified in clauses (AA)(1) and (BA)(2) of Section 4.10(c)(i) of this Supplement, (2) to the extent any Class C C-1 Controlled Distribution Amount Deficiency remains after application of the amounts specified in clause (1) of this subsection, the Master Servicer shall instruct the Trustee or the Paying Agent to withdraw, from funds on deposit in the Excess Funding Accounts, for the other Group I Series of Notes, if any, an amount equal to the lesser of (x) the aggregate amount on deposit in such Excess Funding Accounts on such Payment Date (after application of any such amounts pursuant to pay principal and interest in respect Section 4.9 of the related Series of Notes pursuant Supplements)in an amount not to the related Series Supplements) in excess of exceed the related Available Subordinated Amounts at such time, and (y) the remaining amount of the Class C C-1 Controlled Distribution Amount Deficiency, and deposit such amounts amount in the Class C Distribution Account to be paid, pro rata, to the Class C C-1 Noteholders on account of the Class C C-1 Controlled Distribution Amount, provided that any such amounts withdrawn from the Excess Funding Accounts for the other Group I Series of Notes shall be applied on a pro rata basis with respect to each Group I Series of Notes with respect to which a Class C C-1 Controlled Distribution Amount Deficiency exists after application of the amounts specified in the corresponding sections of the related Series Supplements, (3) to the extent any Class C C-1 Controlled Distribution Amount Deficiency exists after application of the amount specified in clauses (1) and (2) of this subsection, the Master Servicer shall instruct the Trustee or the Paying Agent to withdraw, from funds on deposit in the Series 1999-1 1997 1/N1 Excess Funding Account, an amount equal to the least of (u) the amount on deposit in the Series 1999-1 Excess Funding Account on such Payment Date (after application of any amounts pursuant to Sections 4.9(a), (b), (c) and (d) and Sections 4.10(a) and (b) of this Supplement), (v) the Series 1999-1 Available Subordinated Amount at such time and (w) the remaining amount of the Class C Controlled Distribution Amount Deficiency and deposit such amounts in the Class C Distribution Account to be paid, pro rata, to the Class C Noteholders on account of the Class C Controlled Distribution Amount, and (4) to the extent any Class C Controlled Distribution Amount Deficiency remains after application of the amounts specified in clauses (1) through (3) of this subsection, if amounts have been drawn on the Series 1999-1 Letter of Credit and deposited into the Series 1999-1 Collection Account pursuant to Section 4.18 of this Supplement, or amounts have been claimed under the Demand Note or drawn under the Series 1999-1 Letter of Credit in respect thereof and deposited into the Series 1999-1 Collection Account pursuant to Section 4.19 of this Supplement, the Master Servicer shall instruct the Trustee or the Paying Agent to withdraw from the Series 1999-1 Collection Account on such Payment Date the lesser of (x) the amount on deposit in the Series 1999-1 Collection Account representing such draw on the Series 1999-1 Letter of Credit or payment under the Demand Note (after application of any portion thereof pursuant to Sections 4.9(a), (b), (c) and (d) and Sections 4.10(a) and (b) of this Supplement) and (y) the remaining amount of the Class C Controlled Distribution Amount Deficiency (if any), and deposit such amounts in the Class C Distribution Account to be paid, pro rata, to the Class C Noteholders on account of the Class C Controlled Distribution Amount; provided, however, that on the final Payment Date for the Class C Notes, the Trustee shall withdraw from such accounts, as provided above, an amount which is no greater than the sum of the Class C Invested Amount as of such date and the amounts described in Section 4.25 of this Supplement. The Invested Amount of all outstanding Class C Notes and the amounts described in Section 4.25 of this Supplement shall be due and payable on the Series 1999- 1 Termination Date. (iii) Commencing on the first Payment Date after the commencement of the Series 1999-1 Rapid Amortization Period, provided that the Class A Notes and the Class B Notes shall have then been paid in full, the Trustee shall (1) withdraw from the Series 1999-1 Collection Account the amount allocated thereto pursuant to Section 4.7(c)(i)(2) of this Supplement, (2) to the extent any portion of the Class C Invested Amount still remains unpaid after application of the amounts specified in clause (1) above, the Master Servicer shall instruct the Trustee or the Paying Agent to withdraw, from funds on deposit in the related Excess Funding Accounts of any additional Group I Series of Notes, if any, an amount equal to the lesser of (x) the aggregate amount on deposit in such Excess Funding Accounts on such Payment Date (after application of any such amounts to pay principal and interest in respect of the related Series of Notes pursuant to the related Series Supplement) in excess of the related Available Subordinated Amounts at such time, and (y) the unpaid portion of the Class C Invested Amount and deposit such amounts in the Class C Distribution Account to be paid, pro rata, to the Class C Noteholders, provided that any such amounts withdrawn from the Excess Funding Accounts for the other Group I Series of Notes shall be applied on a pro rata basis with respect to each Group I Series of Notes with respect to which a deficiency exists, (3) to the extent any portion of the Class C Invested Amount still remains unpaid after application of the amount specified in clauses (1) and (2) above, the Master Servicer shall instruct the Trustee or the Paying Agent to withdraw, from funds on deposit in the Series 1999-1 Excess Funding Account, an amount equal to the least of (u) the amount on deposit in the Series 1999-1 Excess Funding Account on such Payment Date (after application of any amounts pursuant to Sections 4.9(a), (b), (c) and (d) and Sections 4.10(a) and (b) of this Supplement), (v) the Series 1999-1 Available Subordinated Amount at such time and (w) the unpaid portion of the Class C Invested Amount and deposit such amount in the Class C Distribution Account to be paid, pro rata, to the Class C Noteholders, and (4) to the extent any portion of the Class C Invested Amount still remains unpaid after application of the amounts specified in clauses (1) through (3) above, if amounts have been drawn on the Series 1999-1 Letter of Credit and deposited into the Series 1999-1 Collection Account pursuant to Section 4.18 of this Supplement or amounts have been claimed under the Demand Note or drawn under the Series 1999-1 Letter of Credit in respect thereof and deposited into the Series 1999-1 Collection Account pursuant to Section 4.19 of this Supplement, the Master Servicer shall instruct the Trustee or the Paying Agent to withdraw from the Series 1999-1 Collection Account on such Payment Date the least of (x) the amount on deposit in the Series 1999-1 Collection Account representing such draw on the Series 1999-1 Letter of Credit or payment under the Demand Note (after application of any portion thereof pursuant to Sections 4.9(a), (b), (c) and (d) and Sections 4.10(a) and (b) of this Supplement), (y) the Permitted Principal Draw Amount on such date (after giving effect to any withdrawals from the Series 1999-1 Collection Account pursuant to Sections 4.10(a) and (b)) and (z) the excess of the Class C Invested Amount over the amounts described in clauses (1) through (3) above and deposit such amounts in the Class C Distribution Account to be paid, pro rata, to the Class C Noteholders; provided, however, that on the final Payment Date for the Class C Notes, the Trustee shall withdraw from the Series 1999-1 Collection Account, as provided above, an aggregate amount which is no greater than the sum of the Class C Invested Amount as of such date and the amounts described in Section 4.25 of this Supplement. Subject to Section 4.16 of this Supplement, the Invested Amount of each outstanding Class of Class C Notes and the amounts described in Section 4.25 of this Supplement shall be due and payable on the Series 1999-1 Termination Date for such Class. (iv) On each Payment Date occurring on or after the date a withdrawal is made pursuant to Section 4.10(c)(ii) and (iii) of this Supplement, the Paying Agent shall, in accordance with Section 5.1 of the Base Indenture and the Servicer's most recent Monthly Certificate pay to the applicable Class C Noteholders, pro rata, the amount deposited in the Class C Distribution Account for the payment of principal pursuant to Section 4.10(c)(ii) and (iii), as applicable, of this Supplement.of