Common use of Demand Note Draw Clause in Contracts

Demand Note Draw. If the amount to be deposited in the Series 2011-3 Distribution Account in accordance with Section 2.5(a) together with any amounts to be deposited therein in accordance with Section 2.5(b) on the Series 2011-3 Final Distribution Date is less than the Series 2011-3 Invested Amount and there are any Series 2011-3 Letters of Credit on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the Series 2011-3 Final Distribution Date, the Administrator shall instruct the Trustee in writing to make a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G on the Demand Note Issuers for payment under the Series 2011-3 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 2011-3 Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such Series 2011-3 Final Distribution Date deliver such Demand Notice to the Demand Note Issuers; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 consecutive days) with respect to a Demand Note Issuer shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 2011-3 Demand Notes to be deposited into the Series 2011-3 Distribution Account.

Demand Note Draw. If the amount to be deposited in the Series 20112012-3 1 Distribution Account in accordance with Section 2.5(a5.5(a) together with any amounts to be deposited therein in accordance with Section 2.5(b5.5(c) and Section 5.5(d)(i) on the Series 20112012-3 Final Distribution 1 Termination Date is less than the Series 20112012-3 1 Invested Amount Amount, and there are any Series 20112012-3 1 Letters of Credit or amounts on deposit in the Series 2012-1 Cash Collateral Account on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the Series 20112012-3 Final Distribution 1 Termination Date, the Administrator shall instruct the Trustee in writing to make deliver a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G on the Demand Note Issuers Notice to BRAC for payment under the Series 20112012-3 1 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 20112012-3 1 Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such the Series 20112012-3 Final Distribution Date 1 Termination Date, deliver such Demand Notice to the Demand Note IssuersABCR; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 consecutive days) with respect to a Demand Note Issuer BRAC shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such Demand Note IssuerBRAC. The Trustee shall cause the proceeds of any demand on the Series 20112012-3 1 Demand Notes to be deposited into the Series 20112012-3 1 Distribution Account.

Demand Note Draw. If the amount to be deposited in the Series 20112014-3 1 Distribution Account in accordance with Section 2.5(a) together with any amounts to be deposited therein in accordance with Section 2.5(b) on the Series 20112014-3 1 Final Distribution Date is less than the Series 20112014-3 1 Invested Amount and there are any Series 20112014-3 1 Letters of Credit on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the Series 20112014-3 1 Final Distribution Date, the Administrator shall instruct the Trustee in writing to make a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G on the Demand Note Issuers for payment under the Series 20112014-3 1 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 20112014-3 1 Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such Series 20112014-3 1 Final Distribution Date deliver such Demand Notice to the Demand Note Issuers; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 consecutive days) with respect to a Demand Note Issuer shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 20112014-3 1 Demand Notes to be deposited into the Series 20112014-3 1 Distribution Account.

Demand Note Draw. If the amount to be deposited in the Series 20112017-3 1 Distribution Account in accordance with Section 2.5(a) together with any amounts to be deposited therein in accordance with Section 2.5(b) on the Series 20112017-3 1 Final Distribution Date is less than the Series 20112017-3 1 Senior Invested Amount and there are any Series 20112017-3 1 Letters of Credit on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the Series 20112017-3 1 Final Distribution Date, the Administrator shall instruct the Trustee in writing to make a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G H on the Demand Note Issuers for payment under the Series 20112017-3 1 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 20112017-3 1 Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such Series 20112017-3 1 Final Distribution Date deliver such Demand Notice to the Demand Note Issuers; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 consecutive days) with respect to a Demand Note Issuer shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 20112017-3 1 Demand Notes to be deposited into the Series 20112017-3 1 Distribution Account.

Demand Note Draw. If the amount to be deposited in the Series 20112012-3 2 Distribution Account in accordance with Section 2.5(a) together with any amounts to be deposited therein in accordance with Section 2.5(b) on the Series 20112012-3 2 Final Distribution Date is less than the Series 20112012-3 2 Invested Amount and there are any Series 20112012-3 2 Letters of Credit on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the Series 20112012-3 2 Final Distribution Date, the Administrator shall instruct the Trustee in writing to make a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G on the Demand Note Issuers for payment under the Series 20112012-3 2 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 20112012-3 2 Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such Series 20112012-3 2 Final Distribution Date deliver such Demand Notice to the Demand Note Issuers; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 consecutive days) with respect to a Demand Note Issuer shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 20112012-3 2 Demand Notes to be deposited into the Series 20112012-3 2 Distribution Account.

Demand Note Draw. If the amount to be deposited in the Series 20112019-3 1 Distribution Account in accordance with Section 2.5(a) together with any amounts to be deposited therein in accordance with Section 2.5(b) on the Series 20112019-3 1 Final Distribution Date is less than the Series 20112019-3 1 Senior Invested Amount and there are any Series 20112019-3 1 Letters of Credit on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the Series 20112019-3 1 Final Distribution Date, the Administrator shall instruct the Trustee in writing to make a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G H on the Demand Note Issuers for payment under the Series 20112019-3 1 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 20112019-3 1 Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such Series 20112019-3 1 Final Distribution Date deliver such Demand Notice to the Demand Note Issuers; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 sixty (60) consecutive days) with respect to a Demand Note Issuer shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 20112019-3 1 Demand Notes to be deposited into the Series 20112019-3 1 Distribution Account.

Demand Note Draw. If the amount to be deposited in the Series 20112012-3 Distribution Account in accordance with Section 2.5(a) together with any amounts to be deposited therein in accordance with Section 2.5(b) on the Series 20112012-3 Final Distribution Date is less than the Series 20112012-3 Invested Amount and there are any Series 20112012-3 Letters of Credit on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the Series 20112012-3 Final Distribution Date, the Administrator shall instruct the Trustee in writing to make a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G on the Demand Note Issuers for payment under the Series 20112012-3 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 20112012-3 Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such Series 20112012-3 Final Distribution Date deliver such Demand Notice to the Demand Note Issuers; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 consecutive days) with respect to a Demand Note Issuer shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 20112012-3 Demand Notes to be deposited into the Series 20112012-3 Distribution Account.

Demand Note Draw. If the amount to be deposited in the Series 2011-3 5 Distribution Account in accordance with Section 2.5(a) together with any amounts to be deposited therein in accordance with Section 2.5(b) on the Series 2011-3 5 Final Distribution Date is less than the Series 2011-3 5 Invested Amount and there are any Series 2011-3 5 Letters of Credit on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the Series 2011-3 5 Final Distribution Date, the Administrator shall instruct the Trustee in writing to make a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G on the Demand Note Issuers for payment under the Series 2011-3 5 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 2011-3 5 Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such Series 2011-3 5 Final Distribution Date deliver such Demand Notice to the Demand Note Issuers; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 consecutive days) with respect to a Demand Note Issuer shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 2011-3 5 Demand Notes to be deposited into the Series 2011-3 5 Distribution Account.

Demand Note Draw. If the amount to be deposited in the Series 20112019-3 2 Distribution Account in accordance with Section 2.5(a) together with any amounts 37 to be deposited therein in accordance with Section 2.5(b) on the Series 20112019-3 2 Final Distribution Date is less than the Series 20112019-3 2 Senior Invested Amount and there are any Series 20112019-3 2 Letters of Credit on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the Series 20112019-3 2 Final Distribution Date, the Administrator shall instruct the Trustee in writing to make a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G H on the Demand Note Issuers for payment under the Series 20112019-3 2 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 20112019-3 2 Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such Series 20112019-3 2 Final Distribution Date deliver such Demand Notice to the Demand Note Issuers; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 sixty (60) consecutive days) with respect to a Demand Note Issuer shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 20112019-3 2 Demand Notes to be deposited into the Series 20112019-3 2 Distribution Account.

Demand Note Draw. If the amount to be deposited in the Series 2011-3 1 Distribution Account in accordance with Section 2.5(a) together with any amounts to be deposited therein in accordance with Section 2.5(b) on the Series 2011-3 1 Final Distribution Date is less than the Series 2011-3 1 Invested Amount and there are any Series 2011-3 1 Letters of Credit on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the Series 2011-3 1 Final Distribution Date, the Administrator shall instruct the Trustee in writing to make a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G on the Demand Note Issuers for payment under the Series 2011-3 1 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 2011-3 1 Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such Series 2011-3 1 Final Distribution Date deliver such Demand Notice to the Demand Note Issuers; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 consecutive days) with respect to a Demand Note Issuer shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 2011-3 1 Demand Notes to be deposited into the Series 2011-3 1 Distribution Account.

Demand Note Draw. If the amount to be deposited in the Series 20112010-3 1 Distribution Account in accordance with Section 2.5(a4.5(a) together with any amounts to be deposited therein in accordance with Section 2.5(b4.5(c) and Section 4.5(d)(i) on the Series 20112010-3 Final Distribution 1 Termination Date is less than the Series 20112010-3 1 Invested Amount Amount, and there are any Series 20112010-3 1 Letters of Credit on such datedate or amounts on deposit in the Series 2010-1 Cash Collateral Account, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the Series 20112010-3 Final Distribution 1 Termination Date, the Administrator shall instruct the Trustee in writing to make deliver a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G on Notice to the Demand Note Issuers Issuer for payment under the Series 20112010-3 1 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 20112010-3 1 Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such the Series 20112010-3 Final Distribution Date 1 Termination Date, deliver such Demand Notice to the Demand Note IssuersIssuer; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 consecutive days) with respect to a the Demand Note Issuer shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such the Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 20112010-3 1 Demand Notes to be deposited into the Series 20112010-3 1 Distribution Account.

Demand Note Draw. If the amount to be deposited in the Series 20112014-3 2 Distribution Account in accordance with Section 2.5(a) together with any amounts to be deposited therein in accordance with Section 2.5(b) on the Series 20112014-3 2 Final Distribution Date is less than the Series 20112014-3 2 Invested Amount and there are any Series 20112014-3 2 Letters of Credit on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the Series 20112014-3 2 Final Distribution Date, the Administrator shall instruct the Trustee in writing to make a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G F on the Demand Note Issuers for payment under the Series 20112014-3 2 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 20112014-3 2 Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such Series 20112014-3 2 Final Distribution Date deliver such Demand Notice to the Demand Note Issuers; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 consecutive days) with respect to a Demand Note Issuer shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 20112014-3 2 Demand Notes to be deposited into the Series 20112014-3 2 Distribution Account.

Demand Note Draw. If the amount to be deposited in the Series 20112003-3 5 Distribution Account in accordance with Section 2.5(a) together with any amounts to be deposited therein in accordance with Section 2.5(b) allocable to the Class A-1 Notes on the Series 2011-3 Class A-1 Final Distribution Date or the Class A-2 Notes on the Class A-2 Final Distribution Date, as the case may be, is less than the Series 2011-3 Class A-1 Invested Amount or the Class A-2 Invested Amount, as the case may be, and there are any Series 20112003-3 5 Letters of Credit on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the such Series 20112003-3 5 Final Distribution Date, the Administrator shall instruct the Trustee in writing (with a copy to the Surety Provider) to make a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G F on the Demand Note Issuers for payment under the Series 20112003-3 5 Demand Notes in an amount equal to the lesser of (i) such insufficiency insuf­fici­ency and (ii) the Series 20112003-3 5 Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such Series 20112003-3 5 Final Distribution Date Date, deliver such Demand Notice to the Demand Note Issuers; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 sixty (60) consecutive days) with respect to a Demand Note Issuer shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 20112003-3 5 Demand Notes to be deposited into the Series 20112003-3 5 Distribution Account.

Demand Note Draw. If the amount to be deposited in the Series 20112009-3 2 Distribution Account in accordance with Section 2.5(a) together with any amounts to be deposited therein in accordance with Section 2.5(b) on the Series 20112009-3 2 Final Distribution Date Date, is less than the Series 20112009-3 2 Invested Amount and there are any Series 20112009-3 2 Letters of Credit on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the such Series 20112009-3 2 Final Distribution Date, the Administrator shall instruct the Trustee in writing to make a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G F on the Demand Note Issuers for payment under the Series 20112009-3 2 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 20112009-3 2 Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such Series 20112009-3 2 Final Distribution Date Date, deliver such Demand Notice to the Demand Note Issuers; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 consecutive days) with respect to a Demand Note Issuer shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 20112009-3 2 Demand Notes to be deposited into the Series 20112009-3 2 Distribution Account.

Demand Note Draw. If the amount to be deposited in the Series 20112017-3 2 Distribution Account in accordance with Section 2.5(a) together with any amounts to be deposited therein in accordance with Section 2.5(b) on the Series 20112017-3 2 Final Distribution Date is less than the Series 20112017-3 2 Senior Invested Amount and there are any Series 20112017-3 2 Letters of Credit on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the Series 20112017-3 2 Final Distribution Date, the Administrator shall instruct the Trustee in writing to make a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G H on the Demand Note Issuers for payment under the Series 20112017-3 2 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 20112017-3 2 Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such Series 20112017-3 2 Final Distribution Date deliver such Demand Notice to the Demand Note Issuers; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 sixty (60) consecutive days) with respect to a Demand Note Issuer shall have occurred and be continuing, the AMERICAS 93983148 (2K) 37 Trustee shall not be required to deliver such Demand Notice to such Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 20112017-3 2 Demand Notes to be deposited into the Series 20112017-3 2 Distribution Account.

Demand Note Draw. If the amount to be deposited in the Series 20112020-3 1 Distribution Account in accordance with Section 2.5(a) together with any amounts to be deposited therein in accordance with Section 2.5(b) on the Series 20112020-3 1 Final Distribution Date is less than the Series 20112020-3 1 Senior Invested Amount and there are any Series 20112020-3 1 Letters of Credit on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the Series 20112020-3 1 Final Distribution Date, the Administrator shall instruct the Trustee in writing to make a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G H on the Demand Note Issuers for payment under the Series 20112020-3 1 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 20112020-3 1 Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such Series 20112020-3 1 Final Distribution Date deliver such Demand Notice to the Demand Note Issuers; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 sixty (60) consecutive days) with respect to a Demand Note Issuer shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 20112020-3 1 Demand Notes to be deposited into the Series 20112020-3 1 Distribution Account.

Demand Note Draw. If the amount to be deposited in the Series 20112013-3 1 Distribution Account in accordance with Section 2.5(a) together with any amounts to be deposited therein in accordance with Section 2.5(b) on the Series 20112013-3 1 Final Distribution Date is less than the Series 20112013-3 1 Invested Amount and there are any Series 20112013-3 1 Letters of Credit on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the Series 20112013-3 1 Final Distribution Date, the Administrator shall instruct the Trustee in writing to make a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G on the Demand Note Issuers for payment under the Series 20112013-3 1 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 20112013-3 1 Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such Series 20112013-3 1 Final Distribution Date deliver such Demand Notice to the Demand Note Issuers; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 consecutive days) with respect to a Demand Note Issuer shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 20112013-3 1 Demand Notes to be deposited into the Series 20112013-3 1 Distribution Account.

Demand Note Draw. If the amount to be deposited in the Series 20112019-3 Distribution Account in accordance with Section 2.5(a) together with any amounts 37 to be deposited therein in accordance with Section 2.5(b) on the Series 20112019-3 Final Distribution Date is less than the Series 20112019-3 Senior Invested Amount and there are any Series 20112019-3 Letters of Credit on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the Series 20112019-3 Final Distribution Date, the Administrator shall instruct the Trustee in writing to make a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G H on the Demand Note Issuers for payment under the Series 20112019-3 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 20112019-3 Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such Series 20112019-3 Final Distribution Date deliver such Demand Notice to the Demand Note Issuers; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 sixty (60) consecutive days) with respect to a Demand Note Issuer shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 20112019-3 Demand Notes to be deposited into the Series 20112019-3 Distribution Account.

Demand Note Draw. If the amount to be deposited in the Series 20112012-3 2 Distribution Account in accordance with Section 2.5(a) together with any amounts to be deposited therein in accordance with Section 2.5(b) on the Series 20112012-3 2 Final Distribution Date is less than the Series 20112012-3 2 Invested Amount and there are any Series 20112012-3 2 Letters of Credit on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the Series 20112012-3 2 Final Distribution Date, the Administrator shall instruct the Trustee in writing to make a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G on the Demand Note Issuers for payment under the Series 20112012-3 2 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 2011-3 sum of the Class A/B Letter of Credit Amount and the Class C Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such Series 20112012-3 2 Final Distribution Date deliver such Demand Notice to the Demand Note Issuers; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 consecutive days) with respect to a Demand Note Issuer shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 20112012-3 2 Demand Notes to be deposited into the Series 20112012-3 2 Distribution Account.. NEWYORK 0000000 (2K)A&R Series 2012-2 Supplement (Class C Note issuance) 43

Demand Note Draw. If the amount to be deposited in the Series 20112018-3 1 Distribution Account in accordance with Section 2.5(a) together with any amounts to be deposited therein in accordance with Section 2.5(b) on the Series 20112018-3 1 Final Distribution Date is less than the Series 20112018-3 1 Senior Invested Amount and there are any Series 20112018-3 1 Letters of Credit on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the Series 20112018-3 1 Final Distribution Date, the Administrator shall instruct the Trustee in writing to make a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G H on the Demand Note Issuers for payment under the Series 20112018-3 1 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 20112018-3 1 Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such Series 20112018-3 1 Final Distribution Date deliver such Demand Notice to the Demand Note Issuers; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 sixty (60) consecutive days) with respect to a Demand Note Issuer shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 20112018-3 1 Demand Notes to be deposited into the Series 20112018-3 1 Distribution Account.

Demand Note Draw. If the amount to be deposited in the Series 20112016-3 2 Distribution Account in accordance with Section 2.5(a) together with any amounts to be deposited therein in accordance with Section 2.5(b) on the Series 20112016-3 2 Final Distribution Date is less than the Series 20112016-3 2 Invested Amount and there are any Series 20112016-3 2 Letters of Credit on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the Series 20112016-3 2 Final Distribution Date, the Administrator shall instruct the Trustee in writing to make a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G on the Demand Note Issuers for payment under the Series 20112016-3 2 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 20112016-3 2 Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such Series 20112016-3 2 Final Distribution Date deliver such Demand Notice to the Demand Note Issuers; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 consecutive days) with respect to a Demand Note Issuer shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 20112016-3 2 Demand Notes to be deposited into the Series 20112016-3 2 Distribution Account.

Demand Note Draw. If the amount to be deposited in the Series 20112010-3 5 Distribution Account in accordance with Section 2.5(a) together with any amounts to be deposited therein in accordance with Section 2.5(b) on the Series 20112010-3 5 Final Distribution Date is less than the Series 20112010-3 5 Invested Amount and there are any Series 20112010-3 5 Letters of Credit on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the Series 20112010-3 5 Final Distribution Date, the Administrator shall instruct the Trustee in writing to make a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G on the Demand Note Issuers for payment under the Series 20112010-3 5 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 20112010-3 5 Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such Series 20112010-3 5 Final Distribution Date deliver such Demand Notice to the Demand Note Issuers; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 consecutive days) with respect to a Demand Note Issuer shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 20112010-3 5 Demand Notes to be deposited into the Series 20112010-3 5 Distribution Account.

Demand Note Draw. If the amount to be deposited in the Series 20112012-3 1 Distribution Account in accordance with Section 2.5(a) together with any amounts to be deposited therein in accordance with Section 2.5(b) on the Series 20112012-3 1 Final Distribution Date is less than the Series 20112012-3 1 Invested Amount and there are any Series 20112012-3 1 Letters of Credit on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the Series 20112012-3 1 Final Distribution Date, the Administrator shall instruct the Trustee in writing to make a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G on the Demand Note Issuers for payment under the Series 20112012-3 1 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 20112012-3 1 Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such Series 20112012-3 1 Final Distribution Date deliver such Demand Notice to the Demand Note Issuers; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 consecutive days) with respect to a Demand Note Issuer shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 20112012-3 1 Demand Notes to be deposited into the Series 20112012-3 1 Distribution Account.

Demand Note Draw. If the amount to be deposited in the Series 20112020-3 2 Distribution Account in accordance with Section 2.5(a) together with any amounts to be deposited therein in accordance with Section 2.5(b) on the Series 20112020-3 2 Final Distribution Date is less than the Series 20112020-3 2 Senior Invested Amount and there are any Series 20112020-3 2 Letters of Credit on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the Series 20112020-3 2 Final Distribution Date, the Administrator shall instruct the Trustee in writing to make a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G H on the Demand Note Issuers for payment under the Series 20112020-3 2 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 20112020-3 2 Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such Series 20112020-3 2 Final Distribution Date deliver such Demand Notice to the Demand Note Issuers; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 sixty (60) consecutive days) with respect to a Demand Note Issuer shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 20112020-3 2 Demand Notes to be deposited into the Series 20112020-3 2 Distribution Account.

Demand Note Draw. If the amount to be deposited in the Series 20112010-3 Distribution Account in accordance with Section 2.5(a) together with any amounts to be deposited therein in accordance with Section 2.5(b) on the Series 20112010-3 Final Distribution Date is less than the Series 20112010-3 Invested Amount and there are any Series 20112010-3 Letters of Credit on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the Series 20112010-3 Final Distribution Date, the Administrator shall instruct the Trustee in writing to make a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G F on the Demand Note Issuers for payment under the Series 20112010-3 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 20112010-3 Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such Series 20112010-3 Final Distribution Date deliver such Demand Notice to the Demand Note Issuers; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 consecutive days) with respect to a Demand Note Issuer shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 20112010-3 Demand Notes to be deposited into the Series 20112010-3 Distribution Account.

Demand Note Draw. If the amount to be deposited in the Series 2011-3 2 Distribution Account in accordance with Section 2.5(a) together with any amounts to be deposited therein in accordance with Section 2.5(b) on the Series 2011-3 2 Final Distribution Date is less than the Series 2011-3 2 Invested Amount and there are any Series 2011-3 2 Letters of Credit on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the Series 2011-3 2 Final Distribution Date, the Administrator shall instruct the Trustee in writing to make a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G on the Demand Note Issuers for payment under the Series 2011-3 2 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 2011-3 2 Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such Series 2011-3 2 Final Distribution Date deliver such Demand Notice to the Demand Note Issuers; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 consecutive days) with respect to a Demand Note Issuer shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 2011-3 2 Demand Notes to be deposited into the Series 2011-3 2 Distribution Account.

Demand Note Draw. If the amount to be deposited in the Series 20112010-3 2 Distribution Account in accordance with Section 2.5(a) together with any amounts to be deposited therein in accordance with Section 2.5(b) on the Series 20112010-3 2 Final Distribution Date is less than the Series 20112010-3 2 Invested Amount and there are any Series 20112010-3 2 Letters of Credit on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the Series 20112010-3 2 Final Distribution Date, the Administrator shall instruct the Trustee in writing to make a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G F on the Demand Note Issuers for payment under the Series 20112010-3 2 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 20112010-3 2 Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such Series 20112010-3 2 Final Distribution Date deliver such Demand Notice to the Demand Note Issuers; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 consecutive days) with respect to a Demand Note Issuer shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 20112010-3 2 Demand Notes to be deposited into the Series 20112010-3 2 Distribution Account.

Demand Note Draw. If the amount to be deposited in the Series 20112013-3 1 Distribution Account in accordance with Section 2.5(a) together with any amounts to be deposited therein in accordance with Section 2.5(b) on the Series 20112013-3 1 Final Distribution Date is less than the Series 20112013-3 1 Invested Amount and there are any Series 20112013-3 1 Letters of Credit on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the Series 20112013-3 1 Final Distribution Date, the Administrator shall instruct the Trustee in writing to make a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G on the Demand Note Issuers for payment under the Series 20112013-3 1 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 2011-3 sum of the Class A/B Letter of Credit Amount and the Class C Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such Series 20112013-3 1 Final Distribution Date deliver such Demand Notice to the Demand Note Issuers; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 consecutive days) with respect to a Demand Note Issuer shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 20112013-3 1 Demand Notes to be deposited into the Series 20112013-3 1 Distribution Account.

Demand Note Draw. If the amount to be deposited in the Series 20112010-3 4 Distribution Account in accordance with Section 2.5(a) together with any amounts to be deposited therein in accordance with Section 2.5(b) on the Series 20112010-3 4 Final Distribution Date is less than the Series 20112010-3 4 Invested Amount and there are any Series 20112010-3 4 Letters of Credit on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the Series 20112010-3 4 Final Distribution Date, the Administrator shall instruct the Trustee in writing to make a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G on the Demand Note Issuers for payment under the Series 20112010-3 4 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 20112010-3 4 Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such Series 20112010-3 4 Final Distribution Date deliver such Demand Notice to the Demand Note Issuers; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 consecutive days) with respect to a Demand Note Issuer shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 20112010-3 4 Demand Notes to be deposited into the Series 20112010-3 4 Distribution Account.

Demand Note Draw. If the amount to be deposited in the Series 20112016-3 1 Distribution Account in accordance with Section 2.5(a) together with any amounts to be deposited therein in accordance with Section 2.5(b) on the Series 20112016-3 1 Final Distribution Date is less than the Series 20112016-3 1 Invested Amount and there are any Series 20112016-3 1 Letters of Credit on such date, then, prior to 10:00 a.m. (New York City time) on the second Business Day prior to the Series 20112016-3 1 Final Distribution Date, the Administrator shall instruct the Trustee in writing to make a demand (a “Demand Notice”) substantially in the form attached hereto as Exhibit G on the Demand Note Issuers for payment under the Series 20112016-3 1 Demand Notes in an amount equal to the lesser of (i) such insufficiency and (ii) the Series 20112016-3 1 Letter of Credit Amount. The Trustee shall, prior to 12:00 noon (New York City time) on the second Business Day preceding such Series 20112016-3 1 Final Distribution Date deliver such Demand Notice to the Demand Note Issuers; provided, however, that if an Event of Bankruptcy (or the occurrence of an event described in clause (a) of the definition thereof, without the lapse of a period of 60 consecutive days) with respect to a Demand Note Issuer shall have occurred and be continuing, the Trustee shall not be required to deliver such Demand Notice to such Demand Note Issuer. The Trustee shall cause the proceeds of any demand on the Series 20112016-3 1 Demand Notes to be deposited into the Series 20112016-3 1 Distribution Account.