Common use of Credit Downgrade Clause in Contracts

Credit Downgrade. In the event that the Joint Probability is reduced below AA- in the case of S&P or Aa3, in the case of Moody's, the Offsetting Counterparty shall promptly notify the Trust (and any permitted assignee or transferee of the Trust) and the Counterparty of such event and (unless, within thirty (30) days after such reduction, the applicable Rating Agency has reconfirmed the ratings of the Reference Notes and the Other Securities that were in effect immediately prior to such reduction) the Counterparty shall within thirty (30) days of receipt of notice of such reduction, with the prior written confirmation of the applicable Rating Agency that such arrangement will not result in the reduction of the rating of any of the Reference Notes or the Other Securities existing immediately prior to the reduction of the applicable Joint Probability, either:

Credit Downgrade. In the event that the Joint Probability is reduced below AA- “AA-” in the case of S&P or “Aa3, ” in the case of Moody's’s, the Offsetting Counterparty shall promptly notify the Trust (and any permitted assignee or transferee of the Trust) and the Counterparty GMAC of such event and (unless, within thirty (30) days after such reduction, the applicable Rating Agency has reconfirmed the ratings of the Reference Notes and the Other Securities that were in effect immediately prior to such reduction) the Counterparty shall within thirty (30) days of receipt of notice of such reduction, with the prior written confirmation of the applicable Rating Agency that such arrangement will not result in the reduction of the rating of any of the Reference Notes or the Other Securities existing immediately prior to the reduction of the applicable Joint Probability, either:

Credit Downgrade. In the event that the Joint Probability is reduced below AA- in the case of S&P or Aa3, in the case of Moody'sXxxxx'x, the Offsetting Counterparty shall promptly notify the Trust (and any permitted assignee or transferee of the Trust) and the Counterparty of such event and (unless, within thirty (30) days after such reduction, the applicable Rating Agency has reconfirmed the ratings of the Reference Notes and the Other Securities that were in effect immediately prior to such reduction) the Counterparty shall within thirty (30) days of receipt of notice of such reduction, with the prior written confirmation of the applicable Rating Agency that such arrangement will not result in the reduction of the rating of any of the Reference Notes or the Other Securities existing immediately prior to the reduction of the applicable Joint Probability, either:

Credit Downgrade. In the event that the Joint Probability is reduced below AA- in the case of S&P S&P, or Aa3, in the case of Moody's, the Offsetting Counterparty shall promptly notify the Trust (and any permitted assignee or transferee of the Trust) and the Counterparty GMAC of such event and (unless, within thirty (30) days after such reduction, the applicable Rating Agency has reconfirmed in writing the ratings of the Reference Notes and the Other Securities that were in effect immediately prior to such reduction) the Counterparty shall at its own cost within thirty (30) days of receipt of notice of such reduction, with the prior written confirmation of the applicable Rating Agency that such arrangement will not result in the reduction of the rating of any of the Reference Notes or the Other Securities existing immediately prior to the reduction of the applicable Joint Probability, either:

Credit Downgrade. In the event that the Joint Probability is reduced below AA- in the case of S&P S&P, or Aa3, in the case of Moody's’s, the Offsetting Counterparty shall promptly notify the Trust (and any permitted assignee or transferee of the Trust) and the Counterparty GMAC of such event and (unless, within thirty (30) days after such reduction, the applicable Rating Agency has reconfirmed in writing the ratings of the Reference Notes and the Other Securities that were in effect immediately prior to such reduction) the Counterparty shall at its own cost within thirty (30) days of receipt of notice of such reduction, with the prior written confirmation of the applicable Rating Agency that such arrangement will not result in the reduction of the rating of any of the Reference Notes or the Other Securities existing immediately prior to the reduction of the applicable Joint Probability, either:

Credit Downgrade. In the event that the Joint Probability is reduced below AA- in the case of S&P or Aa3, in the case of Moody's, the Offsetting Counterparty shall promptly notify the Trust txx Xxxxt (and any permitted assignee or transferee of the Trust) and the Counterparty of such event and (unless, within thirty (30) 30 days after such reduction, the applicable Rating Agency has reconfirmed the ratings rating of the Reference Notes and or the Other Securities that were Notes which was in effect immediately prior to such reduction) the Counterparty shall within thirty (30) days of receipt the date of notice the reduction of such reductionthe applicable Joint Probability, with the prior written confirmation of the applicable Rating Agency that such arrangement will not result in the reduction of the rating of any of the Reference Notes or the Other Securities Notes existing immediately prior to the reduction of the applicable Joint Probability, as a direct result of the reduction of the applicable Joint Probability, either:

Credit Downgrade. (a) In the event that the Joint Probability is reduced below AA- in the case of S&P or Aa3, in the case of Moody's, the Offsetting Counterparty shall promptly notify the Trust (and any permitted assignee or transferee of the Trust) and the Counterparty of such event and (unless, within thirty (30) days after such reduction, the applicable Rating Agency has reconfirmed the ratings of the Reference Notes and the Other Securities that were in effect immediately prior to such reduction) the Counterparty shall within thirty (30) days of receipt of notice of such reduction, with the prior written confirmation of the applicable Rating Agency that such arrangement will not result in the reduction of the rating of any of the Reference Notes or the Other Securities existing immediately prior to the reduction of the applicable Joint Probability, either:

Credit Downgrade. In the event that the Joint Probability is reduced below AA- in the case of S&P or Aa3, in the case of Moody'sS&P, the Offsetting Counterparty shall promptly notify the Trust (and any permitted assignee or transferee of the Trust) and the Counterparty GMAC of such event and (unless, within thirty (30) days after such reduction, the applicable Rating Agency has reconfirmed the ratings of the Reference Notes and the Other Securities that were in effect immediately prior to such reduction) the Counterparty shall within thirty (30) days of receipt of notice of such reduction, with the prior written confirmation of the applicable Rating Agency that such arrangement will not result in the reduction of the rating of any of the Reference Notes or the Other Securities existing immediately prior to the reduction of the applicable Joint Probability, either:

Credit Downgrade. In the event that the Joint Probability is reduced below AA- “Aa3” in the case of S&P or Aa3, in the case of Moody'sMxxxx’x, the Offsetting Counterparty shall promptly notify the Trust (and any permitted assignee or transferee of the Trust) and the Counterparty GMAC of such event and (unless, within thirty (30) days after such reduction, the applicable Rating Agency has reconfirmed the ratings of the Reference Notes and the Other Securities that were in effect immediately prior to such reduction) the Counterparty shall within thirty (30) days of receipt of notice of such reduction, with the prior written confirmation of the applicable Rating Agency that such arrangement will not result in the reduction of the rating of any of the Reference Notes or the Other Securities existing immediately prior to the reduction of the applicable Joint Probability, either:

Credit Downgrade. In the event that the Joint Probability is reduced below AA- in the case of S&P or Aa3, in the case of Moody's, the Offsetting Counterparty shall promptly notify the Trust (and any permitted assignee or transferee of the Trust) and the Counterparty of such event and (unless, within thirty (30) days after such reduction, the applicable Rating Agency has reconfirmed the ratings of the Reference Notes and the Other Securities that which were in effect immediately prior to such reduction) the Counterparty shall within thirty (30) days of receipt the date of notice the reduction of such reductionthe applicable Joint Probability, with the prior written confirmation of the applicable Rating Agency that such arrangement will not result in the reduction of the rating of any of the Reference Notes or the Other Securities existing immediately prior to the reduction of the applicable Joint Probability, as a direct result of the reduction of the applicable Joint Probability, either:

Credit Downgrade. In the event that the Joint Probability is reduced below AA- in the case of S&P or Aa3, in the case of Moody's, the Offsetting Counterparty shall promptly notify the Trust (and any permitted assignee or transferee of the Trust) and the Counterparty GMAC of such event and (unless, within thirty (30) days after such reduction, the applicable Rating Agency has reconfirmed the ratings of the Reference Notes and the Other Securities that were in effect immediately prior to such reduction) the Counterparty shall within thirty (30) days of receipt of notice of such reduction, with the prior written confirmation of the applicable Rating Agency that such arrangement will not result in the reduction of the rating of any of the Reference Notes or the Other Securities existing immediately prior to the reduction of the applicable Joint Probability, either:

Credit Downgrade. (a) In the event that the Joint Probability is reduced below AA- in the case of S&P or Aa3, in the case of Moody's, the Offsetting Counterparty shall promptly notify xxxxxx the Trust (and any permitted assignee or transferee of the Trust) and the Counterparty of such event and (unless, within thirty (30) days after such reduction, the applicable Rating Agency has reconfirmed the ratings of the Reference Notes and the Other Securities that were in effect immediately prior to such reduction) the Counterparty shall within thirty (30) days of receipt of notice of such reduction, with the prior written confirmation of the applicable Rating Agency that such arrangement will not result in the reduction of the rating of any of the Reference Notes or the Other Securities existing immediately prior to the reduction of the applicable Joint Probability, either:

Credit Downgrade. In the event that the Joint Probability is reduced below AA- in the case of S&P or Aa3, in the case of Moody's, the Offsetting Counterparty shall promptly notify the Trust (and any permitted assignee or transferee of the Trust) and the Counterparty of such event and (unless, within thirty (30) days after such reduction, the applicable Rating Agency has reconfirmed the ratings of the Reference Notes and the Other Securities that which were in effect immediately prior to such reduction) the Counterparty shall within thirty (30) days of receipt of notice of such reductionthe reduction of the applicable Joint Probability, with the prior written confirmation of the applicable Rating Agency that such arrangement will not result in the reduction of the rating of any of the Reference Notes or the Other Securities existing immediately prior to the reduction of the applicable Joint Probability, as a direct result of the reduction of the applicable Joint Probability, either:

Credit Downgrade. In the event that the Joint Probability is reduced below AA- in the case of S&P or Aa3, in the case of Moody's, the Offsetting Counterparty shall promptly notify the Trust (and any permitted assignee or transferee of the Trust) and the Counterparty of such event and (unless, within thirty (30) days after such reduction, the applicable Rating Agency has reconfirmed the ratings of the Reference Notes Certificates and the Other Securities that were in effect immediately prior to such reduction) the Counterparty shall within thirty (30) days of receipt of notice of such reduction, with the prior written confirmation of the applicable Rating Agency that such arrangement will not result in the reduction of the rating of any of the Reference Notes Certificates or the Other Securities existing immediately prior to the reduction of the applicable Joint Probability, either:

Credit Downgrade. In the event that the Joint Probability is reduced below AA- in the case of S&P or Aa3, in the case of Moody's, the Offsetting Counterparty shall promptly notify the Trust (and any permitted assignee or transferee of the Trust) and the Counterparty of such event and (unless, within thirty (30) days after such reduction, the applicable Rating Agency has reconfirmed the ratings of the Reference Notes Certificates and the Other Securities that were in effect immediately prior to such reduction) the Counterparty shall within thirty (30) days of receipt of notice of such reduction, with the prior written confirmation of the applicable Rating Agency that such arrangement will not result in the reduction of the rating of any of the Reference Notes Certificates or the Other Securities existing immediately prior to the reduction of the applicable Joint Probability, either:

Credit Downgrade. In the event that the Joint Probability is reduced below AA- in the case of S&P S&P, or Aa3, in the case of Moody's’s, the Offsetting Counterparty shall promptly notify the Trust (and any permitted assignee or transferee of the Trust) and the Counterparty GMAC of such event and (unless, within thirty (30) days after such reduction, the applicable Rating Agency has reconfirmed in writing the ratings of the Reference Notes Note and the Other Securities that were in effect immediately prior to such reduction) the Counterparty shall at its own cost within thirty (30) days of receipt of notice of such reduction, with the prior written confirmation of the applicable Rating Agency that such arrangement will not result in the reduction of the rating of any of the Reference Notes Note or the Other Securities existing immediately prior to the reduction of the applicable Joint Probability, either: