Common use of Prefunding Account Clause in Contracts

Prefunding Account. The Issuer hereby directs and the Indenture Trustee and Paying Agent hereby agree that the Paying Agent on behalf of the Indenture Trustee will establish and maintain an account (the “Prefunding Account”) for the benefit of the Noteholders. On the Closing Date, the Issuer shall cause the Indenture Trustee to deposit into the Prefunding Account an amount equal to the Prefunding Amount Initial Deposit. The Prefunding Account shall be an Eligible Bank Account initially established at the corporate trust department of the Indenture Trustee, bearing the following designation “BXG Receivables Note Trust 2020-A, Timeshare Loan-Backed Notes, Series 2020-A — Prefunding Account, U.S. Bank National Association, as Indenture Trustee for the benefit of the Noteholders”. The Indenture Trustee on behalf of the Noteholders shall possess all right, title and interest in all funds on deposit from time to time in the Prefunding Account and in all proceeds thereof. The Prefunding Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders as their interests appear in the Trust Estate. If, at any time, the Prefunding Account ceases to be an Eligible Bank Account, the Paying Agent on behalf of the Indenture Trustee shall, in accordance with Section 3.1(i) hereof, establish a new Prefunding Account (which if not maintained by the Indenture Trustee is subject to an account control agreement satisfactory to the Indenture Trustee) which shall be an Eligible Bank Account, transfer any cash and/or any investments to such new Prefunding Account and from the date such new Prefunding Account is established, it shall be the “Prefunding Account”. Amounts on deposit in the Prefunding Account shall be invested in accordance with Section 3.1 hereof. Withdrawals and payments from the Prefunding Account shall be made in the following manner:

Prefunding Account. The Issuer hereby directs and the Indenture Trustee and Paying Agent hereby agree that the Paying Agent on behalf of the Indenture Trustee will establish and maintain an account (the “Prefunding Account”) for the benefit of the Noteholders. On the Closing Date, the Issuer shall cause the Indenture Trustee to deposit into the Prefunding Account an amount equal to the Prefunding Amount Initial Deposit. The Prefunding Account shall be an Eligible Bank Account initially established at the corporate trust department of the Indenture Trustee, bearing the following designation “BXG Receivables Note Trust 20202018-A, Timeshare Loan-Backed Notes, Series 20202018-A — Prefunding Account, U.S. Bank National Association, as Indenture Trustee for the benefit of the Noteholders”. The Indenture Trustee on behalf of the Noteholders shall possess all right, title and interest in all funds on deposit from time to time in the Prefunding Account and in all proceeds thereof. The Prefunding Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders as their interests appear in the Trust Estate. If, at any time, the Prefunding Account ceases to be an Eligible Bank Account, the Paying Agent on behalf of the Indenture Trustee shall, in accordance with Section 3.1(i) hereof, establish a new Prefunding Account (which if not maintained by the Indenture Trustee is subject to an account control agreement satisfactory to the Indenture Trustee) which shall be an Eligible Bank Account, transfer any cash and/or any investments to such new Prefunding Account and from the date such new Prefunding Account is established, it shall be the “Prefunding Account”. Amounts on deposit in the Prefunding Account shall be invested in accordance with Section 3.1 hereof. Withdrawals and payments from the Prefunding Account shall be made in the following manner:

Prefunding Account. The Issuer hereby directs and the Indenture Trustee hereby agrees to cause to be established and Paying Agent hereby agree that the Paying Agent on behalf of the Indenture Trustee will establish and maintain maintained an account (the “Prefunding Account”) 20 for the benefit of the Noteholders. On the Closing Date, the Issuer shall cause the Indenture Trustee to deposit into the Prefunding Account an amount equal to the Prefunding Amount Initial Deposit. The Prefunding Account shall be an Eligible Bank Account initially established at the corporate trust department of the Indenture Trustee, bearing the following designation “BXG Receivables Note Trust 20202016-A, Timeshare Loan-Backed Notes, Series 20202016-A — Prefunding Account, U.S. Bank National Association, as Indenture Trustee for the benefit of the Noteholders”. The Indenture Trustee on behalf of the Noteholders shall possess all right, title and interest in all funds on deposit from time to time in the Prefunding Account and in all proceeds thereof. The Prefunding Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders as their interests appear in the Trust Estate. If, at any time, the Prefunding Account ceases to be an Eligible Bank Account, the Paying Agent on behalf of the Indenture Trustee shall, in accordance with Section 3.1(i) hereof, establish a new Prefunding Account (which if not maintained by the Indenture Trustee is subject to an account control agreement satisfactory to the Indenture Trustee) which shall be an Eligible Bank Account, transfer any cash and/or any investments to such new Prefunding Account and from the date such new Prefunding Account is established, it shall be the “Prefunding Account”. Amounts on deposit in the Prefunding Account shall be invested in accordance with Section 3.1 hereof. Withdrawals and payments from the Prefunding Account shall be made in the following manner:

Prefunding Account. The Issuer hereby directs On or prior to the Closing Date, the Securities Administrator shall establish and the Indenture Trustee and Paying Agent hereby agree that the Paying Agent maintain, on behalf of the Indenture Trustee will establish and maintain an account (Certificateholders, the “Prefunding Account”) . On the Closing Date the Depositor shall remit the Prefunded Amount to the Securities Administrator for deposit in the Prefunding Account. From the Prefunded Amount, the Group 1 Prefunded Amount and the Group 2 Prefunded Amount shall be applied to the purchase of Subsequent Mortgage Loans for Loan Group 1 and Loan Group 2, respectively. On each Subsequent Transfer Date, upon satisfaction of the conditions for such Subsequent Transfer Date set forth in Section 2.01(b), with respect to the related Subsequent Transfer Agreement, the Securities Administrator shall remit to the Depositor the applicable Aggregate Subsequent Transfer Amount as payment of the purchase price for the related Subsequent Mortgage Loans. If any funds remain in the Prefunding Account at the end of the Prefunding Period, to the extent that they represent earnings on the amounts originally deposited into the Prefunding Account, the Securities Administrator shall distribute them to the order of the Depositor. The remaining funds shall be transferred to the Distribution Account to be included as part of principal distributions to the Certificates on the Distribution Date in the month following the end of the Prefunding Period. Each institution at which the Prefunding Account is maintained shall either hold such funds on deposit uninvested or shall invest the funds therein in Permitted Investments as directed in writing by the Depositor, which shall mature not later than the Business Day immediately preceding a Subsequent Transfer Date and shall not be sold or disposed of prior to its maturity. In the absence of direction, such funds shall be invested in the Wxxxx Fargo Advantage Prime Investment Money Market Fund or comparable investment vehicle, or remain uninvested. All such Permitted Investments shall be made in the name of the Trustee, for the benefit of the NoteholdersCertificateholders. On the Closing Date, the Issuer shall cause the Indenture Trustee to deposit into the Prefunding Account an amount equal to the Prefunding Amount Initial Deposit. The Prefunding Account shall be an Eligible Bank Account initially established at the corporate trust department All income and gain net of the Indenture Trustee, bearing the following designation “BXG Receivables Note Trust 2020-A, Timeshare Loan-Backed Notes, Series 2020-A — Prefunding Account, U.S. Bank National Association, as Indenture Trustee for the benefit any losses realized from any such balances or investment of the Noteholders”. The Indenture Trustee on behalf of the Noteholders shall possess all right, title and interest in all funds on deposit from time to time in the Prefunding Account and in all proceeds thereof. The Prefunding Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders as their interests appear in the Trust Estate. If, at any time, the Prefunding Account ceases to be an Eligible Bank Account, the Paying Agent on behalf of the Indenture Trustee shall, in accordance with Section 3.1(i) hereof, establish a new Prefunding Account (which if not maintained by the Indenture Trustee is subject to an account control agreement satisfactory to the Indenture Trustee) which shall be an Eligible Bank Account, transfer any cash and/or any investments to such new Prefunding Account and from the date such new Prefunding Account is established, it shall be the “Prefunding Account”. Amounts on deposit in the Prefunding Account shall be invested for the benefit of the Depositor and shall be remitted to it monthly. The amount of any net investment losses in accordance with Section 3.1 hereof. Withdrawals and payments from the Prefunding Account shall promptly be deposited by the Depositor in the Prefunding Account. The Securities Administrator in its fiduciary capacity shall not be liable for the amount of any loss incurred in respect of any investment or lack of investment of funds held in the Prefunding Account (other than as provided in this Section 4.06) and made in the following manner:accordance with this Section 4.06. 111

Prefunding Account. The Issuer hereby directs On or prior to the Closing Date, the Securities Administrator shall establish and the Indenture Trustee and Paying Agent hereby agree that the Paying Agent maintain, on behalf of the Indenture Trustee will establish and maintain an account (Certificateholders, the “Prefunding Account”) . On the Closing Date the Depositor shall remit the Prefunded Amount to the Securities Administrator for deposit in the Prefunding Account. From the Prefunded Amount, the Group 1 Prefunded Amount and the Group 2 Prefunded Amount shall be applied to the purchase of Subsequent Mortgage Loans for Loan Group 1 and Loan Group 2, respectively. On each Subsequent Transfer Date, upon satisfaction of the conditions for such Subsequent Transfer Date set forth in Section 2.01(b), with respect to the related Subsequent Transfer Agreement, the Securities Administrator shall remit to the Depositor the applicable Aggregate Subsequent Transfer Amount as payment of the purchase price for the related Subsequent Mortgage Loans. If any funds remain in the Prefunding Account at the end of the Prefunding Period, to the extent that they represent earnings on the amounts originally deposited into the Prefunding Account, the Securities Administrator shall distribute them to the order of the Depositor. The remaining funds shall be transferred to the Distribution Account to be included as part of principal distributions to the Certificates on the Distribution Date in the month following the end of the Prefunding Period. Each institution at which the Prefunding Account is maintained shall either hold such funds on deposit uninvested or shall invest the funds therein in Permitted Investments as directed in writing by the Depositor, which shall mature not later than the Business Day immediately preceding a Subsequent Transfer Date and shall not be sold or disposed of prior to its maturity. In the absence of direction, such funds shall be invested in the Wxxxx Fargo Advantage Prime Investment Money Market Fund or comparable investment vehicle, or remain uninvested. All such Permitted Investments shall be made in the name of the Trustee, for the benefit of the NoteholdersCertificateholders. On the Closing Date, the Issuer shall cause the Indenture Trustee to deposit into the Prefunding Account an amount equal to the Prefunding Amount Initial Deposit. The Prefunding Account shall be an Eligible Bank Account initially established at the corporate trust department All income and gain net of the Indenture Trustee, bearing the following designation “BXG Receivables Note Trust 2020-A, Timeshare Loan-Backed Notes, Series 2020-A — Prefunding Account, U.S. Bank National Association, as Indenture Trustee for the benefit any losses realized from any such balances or investment of the Noteholders”. The Indenture Trustee on behalf of the Noteholders shall possess all right, title and interest in all funds on deposit from time to time in the Prefunding Account and in all proceeds thereof. The Prefunding Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders as their interests appear in the Trust Estate. If, at any time, the Prefunding Account ceases to be an Eligible Bank Account, the Paying Agent on behalf of the Indenture Trustee shall, in accordance with Section 3.1(i) hereof, establish a new Prefunding Account (which if not maintained by the Indenture Trustee is subject to an account control agreement satisfactory to the Indenture Trustee) which shall be an Eligible Bank Account, transfer any cash and/or any investments to such new Prefunding Account and from the date such new Prefunding Account is established, it shall be the “Prefunding Account”. Amounts on deposit in the Prefunding Account shall be invested for the benefit of the Depositor and shall be remitted to it monthly. The amount of any net investment losses in accordance with Section 3.1 hereof. Withdrawals and payments from the Prefunding Account shall promptly be deposited by the Depositor in the Prefunding Account. The Securities Administrator in its fiduciary capacity shall not be liable for the amount of any loss incurred in respect of any investment or lack of investment of funds held in the Prefunding Account (other than as provided in this Section 4.06) and made in the following manner:accordance with this Section 4.06.

Prefunding Account. The Issuer hereby directs and the Indenture Trustee hereby agrees to cause to be established and Paying Agent hereby agree that the Paying Agent on behalf of the Indenture Trustee will establish and maintain maintained an account (the “Prefunding Account”) 20 for the benefit of the Noteholders. On the Closing Date, the Issuer shall cause the Indenture Trustee to deposit into the Prefunding Account an amount equal to the Prefunding Amount Initial Deposit. The Prefunding Account shall be an Eligible Bank Account initially established at the corporate trust department of the Indenture Trustee, bearing the following designation “BXG Receivables Note Trust 20202015-A, Timeshare Loan-Backed Notes, Series 20202015-A — Prefunding Account, U.S. Bank National Association, as Indenture Trustee for the benefit of the Noteholders”. The Indenture Trustee on behalf of the Noteholders shall possess all right, title and interest in all funds on deposit from time to time in the Prefunding Account and in all proceeds thereof. The Prefunding Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders as their interests appear in the Trust Estate. If, at any time, the Prefunding Account ceases to be an Eligible Bank Account, the Paying Agent on behalf of the Indenture Trustee shall, in accordance with Section 3.1(i) hereof, establish a new Prefunding Account (which if not maintained by the Indenture Trustee is subject to an account control agreement satisfactory to the Indenture Trustee) which shall be an Eligible Bank Account, transfer any cash and/or any investments to such new Prefunding Account and from the date such new Prefunding Account is established, it shall be the “Prefunding Account”. Amounts on deposit in the Prefunding Account shall be invested in accordance with Section 3.1 hereof. Withdrawals and payments from the Prefunding Account shall be made in the following manner:

Prefunding Account. The Issuer hereby directs and the Indenture Trustee hereby agrees to cause to be established and Paying Agent hereby agree that the Paying Agent on behalf of the Indenture Trustee will establish and maintain maintained an account (the “Prefunding Account”) for the benefit of the Noteholders. On the Closing Date, the Issuer shall cause the Indenture Trustee to shall deposit into in the Prefunding Account Account, from the proceeds from the sale of the Notes, an amount equal to the Prefunding Amount Account Initial Deposit. The Prefunding Account shall be an Eligible Bank Account initially established at the corporate trust department of the Indenture Trustee, bearing the following designation “BXG Receivables Note Trust 2020-A, Silverleaf Timeshare Loan-Backed Notes, Series 20202010-A — Prefunding B¯Prefunding Account, U.S. Bank Wxxxx Fargo Bank, National Association, as Indenture Trustee for the benefit of the Noteholders”. The Indenture Trustee on behalf of the Noteholders shall possess all right, title and interest in all funds on deposit from time to time in the Prefunding Account and in all proceeds thereof. The Prefunding Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders as their interests appear in the Trust EstateCollateral. If, at any time, the Prefunding Account ceases to be an Eligible Bank Account, the Paying Agent on behalf of the Indenture Trustee shall, in accordance with Section 3.1(ishall within two (2) hereof, Business Days establish a new Prefunding Account (which if not maintained by the Indenture Trustee is subject to an account control agreement satisfactory to the Indenture Trustee) which shall be an Eligible Bank Account, transfer any cash and/or any investments to such new Prefunding Account and from the date such new Prefunding Account is established, it shall be the “Prefunding Account”. Amounts on deposit in the Prefunding Account shall be invested in accordance with Section 3.1 hereof. Withdrawals and payments from the Prefunding Account shall be made in the following manner:

Prefunding Account. The Issuer hereby directs and the Indenture Trustee hereby agrees to cause to be established and Paying Agent hereby agree that the Paying Agent on behalf of the Indenture Trustee will establish and maintain maintained an account (the “Prefunding Account”) for the benefit of the Noteholders. On the Closing Date, the Issuer shall cause the Indenture Trustee to deposit into the Prefunding Account an amount Closing Date Eligible Investments with a principal balance equal to the Prefunding Amount Initial Deposit. The Prefunding Account shall be an Eligible Bank Account initially established at the corporate trust department of the Indenture Trustee, bearing the following designation “BXG Receivables Note Trust 20202008-A, Timeshare Loan-Backed Notes, Series 20202008-A — Prefunding Account, U.S. Bank National Association, as Indenture Trustee for the benefit of the Noteholders”. The Indenture Trustee on behalf of the Noteholders shall possess all right, title and interest in all funds on deposit from time to time in the Prefunding Account and in all proceeds thereof. The Prefunding Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders as their interests appear in the Trust Estate. If, at any time, the Prefunding Account ceases to be an Eligible Bank Account, the Paying Agent on behalf of the Indenture Trustee shall, in accordance with Section 3.1(i) hereof, shall within two Business Days establish a new Prefunding Account (which if not maintained by the Indenture Trustee is subject to an account control agreement satisfactory to the Indenture Trustee) which shall be an Eligible Bank Account, transfer any cash and/or any investments to such new Prefunding Account and from the date such new Prefunding Account is established, it shall be the “Prefunding Account”. Amounts on deposit in the Prefunding Account shall be invested in accordance with Section 3.1 hereof. Withdrawals and payments from the Prefunding Account shall be made in the following manner:

Prefunding Account. The Issuer hereby directs and the Indenture Trustee hereby agrees to cause to be established and Paying Agent hereby agree that the Paying Agent on behalf of the Indenture Trustee will establish and maintain maintained an account (the “"Prefunding Account”") for the benefit of the Noteholders. On the Closing Date, the Issuer shall cause the Indenture Trustee to deposit into the Prefunding Account an amount Closing Date Eligible Investments with a principal balance equal to the Prefunding Amount Initial Deposit. The Prefunding Account shall be an Eligible Bank Account initially established at the corporate trust department of the Indenture Trustee, bearing the following designation “"BXG Receivables Note Trust 20202007-A, Timeshare Loan-Backed Notes, Series 20202007-A — -- Prefunding Account, U.S. Bank National Association, as Indenture Trustee for the benefit of the Noteholders”". The Indenture Trustee on behalf of the Noteholders shall possess all right, title and interest in all funds on deposit from time to time in the Prefunding Account and in all proceeds thereof. The Prefunding Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders as their interests appear in the Trust Estate. If, at any time, the Prefunding Account ceases to be an Eligible Bank Account, the Paying Agent on behalf of the Indenture Trustee shall, in accordance with Section 3.1(i) hereof, shall within two Business Days establish a new Prefunding Account (which if not maintained by the Indenture Trustee is subject to an account control agreement satisfactory to the Indenture Trustee) which shall be an Eligible Bank Account, transfer any cash and/or any investments to such new Prefunding Account and from the date such new Prefunding Account is established, it shall be the “"Prefunding Account”". Amounts on deposit in the Prefunding Account shall be invested in accordance with Section 3.1 hereof. Withdrawals and payments from the Prefunding Account shall be made in the following manner:

Prefunding Account. The Issuer hereby directs and the Indenture Trustee hereby agrees to cause to be established and Paying Agent hereby agree that the Paying Agent on behalf of the Indenture Trustee will establish and maintain maintained an account (the “Prefunding Account”) for the benefit of the Noteholders. On the Closing Date, the Issuer shall cause the Indenture Trustee to deposit into the Prefunding Account an amount equal to the Prefunding Amount Initial Deposit. The Prefunding Account shall be an Eligible Bank Account initially established at the corporate trust department of the Indenture Trustee, bearing the following designation “BXG Receivables Note Trust 20202013-A, Timeshare Loan-Backed Notes, Series 20202013-A — Prefunding Account, U.S. Bank National Association, as Indenture Trustee for the benefit of the Noteholders”. The Indenture Trustee on behalf of the Noteholders shall possess all right, title and interest in all funds on deposit from time to time in the Prefunding Account and in all proceeds thereof. The Prefunding Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders as their interests appear in the Trust Estate. If, at any time, the Prefunding Account ceases to be an Eligible Bank Account, the Paying Agent on behalf of the Indenture Trustee shall, in accordance with Section 3.1(i) hereof), establish a new Prefunding Account (which if not maintained by the Indenture Trustee is subject to an account control agreement satisfactory to the Indenture Trustee) which shall be an Eligible Bank Account, transfer any cash and/or any investments to such new Prefunding Account and from the date such new Prefunding Account is established, it shall be the “Prefunding Account”. Amounts on deposit in the Prefunding Account shall be invested in accordance with Section 3.1 hereof. Withdrawals and payments from the Prefunding Account shall be made in the following manner:: 20

Prefunding Account. The Issuer hereby directs directs, and the Indenture Trustee and Paying Agent hereby agree agrees, that the Paying Agent on behalf of the Indenture Trustee will establish and maintain an account (the “Prefunding Account”) for the benefit of the Noteholders. On the Closing Date, the Issuer shall cause the Indenture Trustee to deposit into the Prefunding Account an amount equal to the Prefunding Amount Initial Deposit. The Prefunding Account shall be an Eligible Bank Account initially established at the corporate trust department of the Indenture TrusteeTrustee or an Affiliate thereof, bearing the following designation “BXG Receivables Note Trust 20202022-A, Timeshare Loan-Backed Notes, Series 20202022-A — Prefunding Account, U.S. Bank Trust Company, National Association, as Indenture Trustee for the benefit of the Noteholders”. The Indenture Trustee on behalf of the Noteholders shall possess all right, title and interest in all funds on deposit from time to time in the Prefunding Account and in all proceeds thereof. The Prefunding Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders as their interests appear in the Trust Estate. If, at any time, the Prefunding Account ceases to be an Eligible Bank Account, the Paying Agent on behalf of the Indenture Trustee shall, in accordance with Section 3.1(i) hereof, establish a new Prefunding Account (which if not maintained by the Indenture Trustee is subject to an account control agreement satisfactory to the Indenture Trustee) which shall be an Eligible Bank Account, transfer any cash and/or any investments to such new Prefunding Account and from the date such new Prefunding Account is established, it shall be the “Prefunding Account”. Amounts on deposit in the Prefunding Account shall be invested in accordance with Section 3.1 hereof. Withdrawals and payments from the Prefunding Account shall be made in the following manner:

Prefunding Account. The Issuer hereby directs and the Indenture Trustee hereby agrees to cause to be established and Paying Agent hereby agree that the Paying Agent on behalf of the Indenture Trustee will establish and maintain maintained an account (the “"Prefunding Account”") for the benefit of the Noteholders. On the Closing Date, the Issuer shall cause the Indenture Trustee to deposit into shall deposit, from the Prefunding Account proceeds from the sale of the Notes, an amount equal to the Prefunding Amount Initial Deposit. The Prefunding Account shall be an Eligible Bank Account initially established at the corporate trust department of the Indenture Trustee, bearing the following designation “"BXG Receivables Note Trust 20202006-AB, Timeshare Loan-Backed Notes, Series 20202006-A — B -- Prefunding Account, U.S. Bank National Association, as Indenture Trustee for the benefit of the Noteholders”". The Indenture Trustee on behalf of the Noteholders shall possess all right, title and interest in all funds on deposit from time to time in the Prefunding Account and in all proceeds thereof. The Prefunding Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders as their interests appear in the Trust Estate. If, at any time, the Prefunding Account ceases to be an Eligible Bank Account, the Paying Agent on behalf of the Indenture Trustee shall, in accordance with Section 3.1(i) hereof, shall within two Business Days establish a new Prefunding Account (which if not maintained by the Indenture Trustee is subject to an account control agreement satisfactory to the Indenture Trustee) which shall be an Eligible Bank Account, transfer any cash and/or any investments to such new Prefunding Account and from the date such new Prefunding Account is established, it shall be the “"Prefunding Account”". Amounts on deposit in the Prefunding Account shall be invested in accordance with Section 3.1 hereof. Withdrawals and payments from the Prefunding Account shall be made in the following manner:

Prefunding Account. The Issuer hereby directs and the Indenture Trustee shall cause to be established and Paying Agent hereby agree that the Paying Agent on behalf of the Indenture Trustee will establish and maintain maintained an account (the “Prefunding Account”) for the benefit of the Noteholders. On the Closing Date, the Issuer shall cause the Indenture Trustee to deposit into be deposited in the Prefunding Account an amount equal to the Prefunding Amount Account Initial DepositDeposit from the proceeds of the sale of the Notes. The Prefunding KL2 0000000.8 Account shall be an Eligible Bank Account initially established at the corporate trust department Corporate Trust Office of the Indenture Trustee, bearing the following designation “BXG Receivables Note Diamond Resorts Owner Trust 20202014-A, Timeshare Loan-Backed Notes, Series 2020-A — 1 -- Prefunding Account, U.S. Bank Xxxxx Fargo Bank, National Association, as Indenture Trustee for the benefit of the Noteholders”. The Indenture Trustee on behalf of the Noteholders shall possess all right, title and interest in all funds on deposit from time to time in the Prefunding Account and in all proceeds thereof. The Prefunding Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders as their interests appear in the Trust Estate. If, at any time, the Prefunding Account ceases to be an Eligible Bank Account, the Paying Agent on behalf of the Indenture Trustee shall, in accordance with Section 3.1(i) hereof3.01(l), establish a new Prefunding Account (which if not maintained by the Indenture Trustee is subject to an account control agreement satisfactory to the Indenture Trustee) which shall be an Eligible Bank Account, transfer any cash and/or any investments to such new Prefunding Account and from the date such new Prefunding Account is established, it shall be the “Prefunding Account”. .” Amounts on deposit in the Prefunding Account shall be invested in accordance with Section 3.1 3.01 hereof. Deposits to the Prefunding Account shall be made in accordance with Section 3.04 hereof. Withdrawals and payments from the Prefunding Account shall be made in the following manner:

Prefunding Account. The Issuer hereby directs and the Indenture Trustee hereby agrees to cause to be established and Paying Agent hereby agree that the Paying Agent on behalf of the Indenture Trustee will establish and maintain maintained an account (the “Prefunding Account”) for the benefit of the Noteholders. On the Closing Date, the Issuer shall cause the Indenture Trustee to shall deposit into in the Prefunding Account Account, from the proceeds from the sale of the Notes, an amount equal to the Prefunding Amount Account Initial Deposit. The Prefunding Account shall be an Eligible Bank Account initially established at the corporate trust department of the Indenture Trustee, bearing the following designation “BXG Receivables Note Trust 2020-A, Silverleaf Timeshare Loan-Backed Notes, Series 20202010-A — Prefunding C¯Prefunding Account, U.S. Bank Wxxxx Fargo Bank, National Association, as Indenture Trustee for the benefit of the Noteholders”. The Indenture Trustee on behalf of the Noteholders shall possess all right, title and interest in all funds on deposit from time to time in the Prefunding Account and in all proceeds thereof. The Prefunding Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders as their interests appear in the Trust Estate. If, at any time, the Prefunding Account ceases to be an Eligible Bank Account, the Paying Agent on behalf of the Indenture Trustee shall, in accordance with Section 3.1(ishall within two (2) hereof, Business Days establish a new Prefunding Account (which if not maintained by the Indenture Trustee is subject to an account control agreement satisfactory to the Indenture Trustee) which shall be an Eligible Bank Account, transfer any cash and/or any investments to such new Prefunding Account and from the date such new Prefunding Account is established, it shall be the “Prefunding Account”. Amounts on deposit in the Prefunding Account shall be invested in accordance with Section 3.1 hereof. Withdrawals and payments from the Prefunding Account shall be made in the following manner:

Prefunding Account. The Issuer hereby directs directs, and the Indenture Trustee and Paying Agent hereby agree agrees, that the Paying Agent on behalf of the Indenture Trustee will establish and maintain an account (the “Prefunding Account”) for the benefit of the Noteholders. On the Closing Date, the Issuer shall cause the Indenture Trustee to deposit into the Prefunding Account an amount equal to the Prefunding Amount Initial Deposit. The Prefunding Account shall be an Eligible Bank Account initially established at the corporate trust department of the Indenture TrusteeTrustee or an Affiliate thereof, bearing the following designation “BXG Receivables Note Trust 20202023-A, Timeshare Loan-Backed Notes, Series 20202023-A — Prefunding Account, U.S. Bank Trust Company, National Association, as Indenture Trustee for the benefit of the Noteholders”. The Indenture Trustee on behalf of the Noteholders shall possess all right, title and interest in all funds on deposit from time to time in the Prefunding Account and in all proceeds thereof. The Prefunding Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders as their interests appear in the Trust Estate. If, at any time, the Prefunding Account ceases to be an Eligible Bank Account, the Paying Agent on behalf of the Indenture Trustee shall, in accordance with Section 3.1(i) hereof, establish a new Prefunding Account (which if not maintained by the Indenture Trustee is subject to an account control agreement satisfactory to the Indenture Trustee) which shall be an Eligible Bank Account, transfer any cash and/or any investments to such new Prefunding Account and from the date such new Prefunding Account is established, it shall be the “Prefunding Account”. Amounts on deposit in the Prefunding Account shall be invested in accordance with Section 3.1 hereof. Withdrawals and payments from the Prefunding Account shall be made in the following manner:

Prefunding Account. The Issuer hereby directs and the Indenture Trustee hereby agrees to cause to be established and Paying Agent hereby agree that the Paying Agent on behalf of the Indenture Trustee will establish and maintain maintained an account (the “Prefunding Account”"PREFUNDING ACCOUNT") for the benefit of the Noteholders. On the Closing Date, the Issuer shall cause the Indenture Trustee to deposit into shall deposit, from the Prefunding Account proceeds from the sale of the Notes, an amount equal to the Prefunding Amount Initial Deposit. The Prefunding Account shall be an Eligible Bank Account initially established at the corporate trust department of the Indenture Trustee, bearing the following designation “"BXG Receivables Note Trust 20202004-A, Timeshare Loan-Backed Notes, Series 2020-A — B -- Prefunding Account, U.S. Bank National Association, as Indenture Trustee for the benefit of the Noteholders”". The Indenture Trustee on behalf of the Noteholders shall possess all right, title and interest in all funds on deposit from time to time in the Prefunding Account and in all proceeds thereof. The Prefunding Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders as their interests appear in the Trust Estate. If, at any time, the Prefunding Account ceases to be an Eligible Bank Account, the Paying Agent on behalf of the Indenture Trustee shall, in accordance with Section 3.1(ishall within two (2) hereof, Business Days establish a new Prefunding Account (which if not maintained by the Indenture Trustee is subject to an account control agreement satisfactory to the Indenture Trustee) which shall be an Eligible Bank Account, transfer any cash and/or any investments to such new Prefunding Account and from the date such new Prefunding Account is established, it shall be the “"Prefunding Account”". Amounts on deposit in the Prefunding Account shall be invested in accordance with Section 3.1 hereof. Withdrawals and payments from the Prefunding Account shall be made in the following manner:

Prefunding Account. The Issuer hereby directs and the Indenture Trustee shall cause to be established and Paying Agent hereby agree that the Paying Agent on behalf of the Indenture Trustee will establish and maintain maintained an account (the “Prefunding Account”) for the benefit of the NoteholdersSecured Parties. On the Closing Date, the Issuer shall cause the Indenture Trustee to deposit into be deposited in the Prefunding Account an amount equal to the Prefunding Amount Account Initial DepositDeposit from the proceeds of the sale of the Notes. The Prefunding Account shall be an Eligible Bank Account initially established at the corporate trust department Corporate Trust Office of the Indenture Trustee, bearing the following designation “BXG Receivables Note Sunterra Owner Trust 20202004-A, Timeshare Loan-Backed Notes, Series 2020-A 1 — Prefunding Account, U.S. Bank Wxxxx Fargo Bank, National Association, as Indenture Trustee for the benefit of the Noteholders”. Secured Parties.” The Indenture Trustee on behalf of the Noteholders Secured Parties shall possess all right, title and interest in all funds on deposit from time to time in the Prefunding Account and in all proceeds thereof. The Prefunding Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders Secured Parties as their interests appear in the Trust Estate. If, at any time, the Prefunding Account ceases to be an Eligible Bank Account, the Paying Agent on behalf of the Indenture Trustee shall, in accordance with Section 3.1(ishall within two (2) hereof, Business Days establish a new Prefunding Account (which if not maintained by the Indenture Trustee is subject to an account control agreement satisfactory to the Indenture Trustee) which shall be an Eligible Bank Account, transfer any cash and/or any investments to such new Prefunding Account and from the date such new Prefunding Account is established, it shall be the “Prefunding Account”. Amounts on deposit in the Prefunding Account shall be invested in accordance with Section 3.1 hereof. Withdrawals and payments from the Prefunding Account shall be made in the following manner:

Prefunding Account. The Issuer hereby directs and the Indenture Trustee hereby agrees to cause to be established and Paying Agent hereby agree that the Paying Agent on behalf of the Indenture Trustee will establish and maintain maintained an account (the “Prefunding Account”) for the benefit of the Noteholders. On the Closing Date, the Issuer shall cause the Indenture Trustee to shall deposit into in the Prefunding Account Account, from the proceeds from the sale of the Notes, an amount equal to the Prefunding Amount Account Initial Deposit. The Prefunding Account shall be an Eligible Bank Account initially established at the corporate trust department of the Indenture Trustee, bearing the following designation “BXG Receivables Note Trust 2020-A, Silverleaf Timeshare Loan-Backed Notes, Series 20202006-A — Prefunding A―Prefunding Account, U.S. Bank Xxxxx Fargo Bank, National Association, as Indenture Trustee for the benefit of the Noteholders”. The Indenture Trustee on behalf of the Noteholders shall possess all right, title and interest in all funds on deposit from time to time in the Prefunding Account and in all proceeds thereof. The Prefunding Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders as their interests appear in the Trust EstateCollateral. If, at any time, the Prefunding Account ceases to be an Eligible Bank Account, the Paying Agent on behalf of the Indenture Trustee shall, in accordance with Section 3.1(ishall within two (2) hereof, Business Days establish a new Prefunding Account (which if not maintained by the Indenture Trustee is subject to an account control agreement satisfactory to the Indenture Trustee) which shall be an Eligible Bank Account, transfer any cash and/or any investments to such new Prefunding Account and from the date such new Prefunding Account is established, it shall be the “Prefunding Account”. Amounts on deposit in the Prefunding Account shall be invested in accordance with Section 3.1 hereof. Withdrawals and payments from the Prefunding Account shall be made in the following manner:

Prefunding Account. The Issuer hereby directs and the Indenture Trustee shall cause to be established and Paying Agent hereby agree that the Paying Agent on behalf of the Indenture Trustee will establish and maintain maintained an account (the “Prefunding Account”) for the benefit of the Noteholders. On the Closing Date, the Issuer shall cause the Indenture Trustee to deposit into be deposited in the Prefunding Account an amount equal to the Prefunding Amount Account Initial DepositDeposit from the proceeds of the sale of the Notes. The Prefunding KL2 0000000.7 Account shall be an Eligible Bank Account initially established at the corporate trust department Corporate Trust Office of the Indenture Trustee, bearing the following designation “BXG Receivables Note Diamond Resorts Owner Trust 20202013-A, Timeshare Loan-Backed Notes, Series 2020-A — 2 -- Prefunding Account, U.S. Bank Xxxxx Fargo Bank, National Association, as Indenture Trustee for the benefit of the Noteholders”. The Indenture Trustee on behalf of the Noteholders shall possess all right, title and interest in all funds on deposit from time to time in the Prefunding Account and in all proceeds thereof. The Prefunding Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders as their interests appear in the Trust Estate. If, at any time, the Prefunding Account ceases to be an Eligible Bank Account, the Paying Agent on behalf of the Indenture Trustee shall, in accordance with Section 3.1(i) hereof3.01(l), establish a new Prefunding Account (which if not maintained by the Indenture Trustee is subject to an account control agreement satisfactory to the Indenture Trustee) which shall be an Eligible Bank Account, transfer any cash and/or any investments to such new Prefunding Account and from the date such new Prefunding Account is established, it shall be the “Prefunding Account”. .” Amounts on deposit in the Prefunding Account shall be invested in accordance with Section 3.1 3.01 hereof. Deposits to the Prefunding Account shall be made in accordance with Section 3.04 hereof. Withdrawals and payments from the Prefunding Account shall be made in the following manner:

Prefunding Account. The Issuer hereby directs and the Indenture Trustee hereby agrees to cause to be established and Paying Agent hereby agree that the Paying Agent on behalf of the Indenture Trustee will establish and maintain maintained an account (the “Prefunding Account”) for the benefit of the Noteholders. On the Closing Date, the Issuer shall cause the Indenture Trustee to deposit into the Prefunding Account an amount equal to the Prefunding Amount Initial Deposit. The Prefunding Account shall be an Eligible Bank Account initially established at the corporate trust department of the Indenture Trustee, bearing the following designation “BXG Receivables Note Trust 20202013-A, Timeshare Loan-Backed Notes, Series 20202013-A — Prefunding Account, U.S. Bank National Association, as Indenture Trustee for the benefit of the Noteholders”. The Indenture Trustee on behalf of the Noteholders shall possess all right, title and interest in all funds on deposit from time to time in the Prefunding Account and in all proceeds thereof. The Prefunding Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders as their interests appear in the Trust Estate. If, at any time, the Prefunding Account ceases to be an Eligible Bank Account, the Paying Agent on behalf of the Indenture Trustee shall, in accordance with Section 3.1(i) hereof), establish a new Prefunding Account (which if not maintained by the Indenture Trustee is subject to an account control agreement satisfactory to the Indenture Trustee) which shall be an Eligible Bank Account, transfer any cash and/or any investments to such new Prefunding Account and from the date such new Prefunding Account is established, it shall be the “Prefunding Account”. Amounts on deposit in the Prefunding Account shall be invested in accordance with Section 3.1 hereof. Withdrawals and payments from the Prefunding Account shall be made in the following manner:

Prefunding Account. The Issuer hereby directs and the Indenture Trustee and Paying Agent hereby agree that the Paying Agent on behalf of the Indenture Trustee will establish and maintain an account (the “Prefunding Account”) for the benefit of the Noteholders. On the Closing Date, the Issuer shall cause the Indenture Trustee to deposit into the Prefunding Account an amount equal to the Prefunding Amount Initial Deposit. The Prefunding Account shall be an Eligible Bank Account initially established at the corporate trust department of the Indenture Trustee, bearing the following designation “BXG Receivables Note Trust 20202017-A, Timeshare Loan-Backed Notes, Series 20202017-A — Prefunding Account, U.S. Bank National Association, as Indenture Trustee for the benefit of the Noteholders”. The Indenture Trustee on behalf of the Noteholders shall possess all right, title and interest in all funds on deposit from time to time in the Prefunding Account and in all proceeds thereof. The Prefunding Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders as their interests appear in the Trust Estate. If, at any time, the Prefunding Account ceases to be an Eligible Bank Account, the Paying Agent on behalf of the Indenture Trustee shall, in accordance with Section 3.1(i) hereof, establish a new Prefunding Account (which if not maintained by the Indenture Trustee is subject to an account control agreement satisfactory to the Indenture Trustee) which shall be an Eligible Bank Account, transfer any cash and/or any investments to such new Prefunding Account and from the date such new Prefunding Account is established, it shall be the “Prefunding Account”. Amounts on deposit in the Prefunding Account shall be invested in accordance with Section 3.1 hereof. Withdrawals and payments from the Prefunding Account shall be made in the following manner:

Prefunding Account. The Issuer hereby directs and the Indenture Trustee shall cause to be established and Paying Agent hereby agree that the Paying Agent on behalf of the Indenture Trustee will establish and maintain maintained an account (the “Prefunding Account”) for the benefit of the Noteholders. On the Closing Date, the Issuer shall cause the Indenture Trustee to deposit be deposited into the Prefunding Account an amount equal to the Prefunding Amount Account Initial DepositDeposit from the proceeds of the sale of the Notes. The Prefunding Account shall be an Eligible Bank Account initially established at the corporate trust department Corporate Trust Office of the Indenture Trustee, bearing the following designation “BXG Receivables Note Diamond Resorts Owner Trust 20202015-A, Timeshare Loan-Backed Notes, Series 2020-A — 2 -- Prefunding Account, U.S. Bank Xxxxx Fargo Bank, National Association, as Indenture Trustee for the benefit of the Noteholders”. The Indenture Trustee on behalf of the Noteholders shall possess all rightrights, title and interest in all funds on deposit from time to time in the Prefunding Account and in all proceeds thereof. The Prefunding Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders as their interests appear in the Trust Estate. If, at any time, the Prefunding Account ceases to be an Eligible Bank Account, the Paying Agent on behalf of the Indenture Trustee shall, in accordance with Section 3.1(i3.01(l) hereof, establish a new Prefunding Account (which if not maintained by the Indenture Trustee is subject to an account control agreement satisfactory to the Indenture Trustee) which shall be an Eligible Bank Account, transfer any cash and/or any investments to such new Prefunding Account and from the such date such new Prefunding Account is established, it shall be the “Prefunding Account”. .” Amounts on deposit in the Prefunding Account shall be invested in accordance with Section 3.1 3.01 hereof. Deposits into the Prefunding Account shall be made in accordance with Section 3.04 hereof. Withdrawals and payments from the Prefunding Account shall be made in the following manner:

Prefunding Account. The Issuer hereby directs and the Indenture Trustee hereby agrees to cause to be established and Paying Agent hereby agree that the Paying Agent on behalf of the Indenture Trustee will establish and maintain maintained an account (the “Prefunding Account”) for the benefit of the Noteholders. On the Closing Date, the Issuer shall cause the Indenture Trustee to deposit into the Prefunding Account an amount equal to the Prefunding Amount Initial Deposit. The Prefunding Account shall be an Eligible Bank Account initially established at the corporate trust department of the Indenture Trustee, bearing the following designation “BXG Receivables Note Trust 20202010-A, Timeshare Loan-Backed Notes, Series 20202010-A — Prefunding Account, U.S. Bank National Association, as Indenture Trustee for the benefit of the Noteholders”. The Indenture Trustee on behalf of the Noteholders shall possess all right, title and interest in all funds on deposit from time to time in the Prefunding Account and in all proceeds thereof. The Prefunding Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders as their interests appear in the Trust Estate. If, at any time, the Prefunding Account ceases to be an Eligible Bank Account, the Paying Agent on behalf of the Indenture Trustee shall, in accordance with Section 3.1(i) hereof, shall within two Business Days establish a new Prefunding Account (which if not maintained by the Indenture Trustee is subject to an account control agreement satisfactory to the Indenture Trustee) which shall be an Eligible Bank Account, transfer any cash and/or any investments to such new Prefunding Account and from the date such new Prefunding Account is established, it shall be the “Prefunding Account”. Amounts on deposit in the Prefunding Account shall be invested in accordance with Section 3.1 hereof. Withdrawals and payments from the Prefunding Account shall be made in the following manner:

Prefunding Account. The Issuer hereby directs and the Indenture Trustee hereby agrees to cause to be established and Paying Agent hereby agree that the Paying Agent on behalf of the Indenture Trustee will establish and maintain maintained an account (the “Prefunding Account”) for the benefit of the Noteholders. On the Closing Date, the Issuer shall cause the Indenture Trustee to deposit into the Prefunding Account an amount equal to the Prefunding Amount Initial Deposit. The Prefunding Account shall be an Eligible Bank Account initially established at the corporate trust department of the Indenture Trustee, bearing the following designation “BXG Receivables Note Trust 20202012-A, Timeshare Loan-Backed Notes, Series 20202012-A — Prefunding Account, U.S. Bank National Association, as Indenture Trustee for the benefit of the Noteholders”. The Indenture Trustee on behalf of the Noteholders shall possess all right, title and interest in all funds on deposit from time to time in the Prefunding Account and in all proceeds thereof. The Prefunding Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders as their interests appear in the Trust Estate. If, at any time, the Prefunding Account ceases to be an Eligible Bank Account, the Paying Agent on behalf of the Indenture Trustee shall, in accordance with Section 3.1(i) hereof), establish a new Prefunding Account (which if not maintained by the Indenture Trustee is subject to an account control agreement satisfactory to the Indenture Trustee) which shall be an Eligible Bank Account, transfer any cash and/or any investments to such new Prefunding Account and from the date such new Prefunding Account is established, it shall be the “Prefunding Account”. Amounts on deposit in the Prefunding Account shall be invested in accordance with Section 3.1 hereof. Withdrawals and payments from the Prefunding Account shall be made in the following manner:

Prefunding Account. The Issuer hereby directs and the Indenture Trustee hereby agrees to cause to be established and Paying Agent hereby agree that the Paying Agent on behalf of the Indenture Trustee will establish and maintain maintained an account (the “Prefunding Account”) for the benefit of the Noteholders. On the Closing Date, the Issuer shall cause the Indenture Trustee to shall deposit into in the Prefunding Account Account, from the proceeds from the sale of the Notes, an amount equal to the Prefunding Amount Account Initial Deposit. The Prefunding Account shall be an Eligible Bank Account initially established at the corporate trust department of the Indenture Trustee, bearing the following designation “BXG Receivables Note Trust 2020-A, Silverleaf Timeshare Loan-Backed Notes, Series 20202011-A — A—Prefunding Account, U.S. Bank Xxxxx Fargo Bank, National Association, as Indenture Trustee for the benefit of the Noteholders”. The Indenture Trustee on behalf of the Noteholders shall possess all right, title and interest in all funds on deposit from time to time in the Prefunding Account and in all proceeds thereof. The Prefunding Account shall be under the sole dominion and control of the Indenture Trustee for the benefit of the Noteholders as their interests appear in the Trust Estate. If, at any time, the Prefunding Account ceases to be an Eligible Bank Account, the Paying Agent on behalf of the Indenture Trustee shall, in accordance with Section 3.1(ishall within two (2) hereof, Business Days establish a new Prefunding Account (which if not maintained by the Indenture Trustee is subject to an account control agreement satisfactory to the Indenture Trustee) which shall be an Eligible Bank Account, transfer any cash and/or any investments to such new Prefunding Account and from the date such new Prefunding Account is established, it shall be the “Prefunding Account”. Amounts on deposit in the Prefunding Account shall be invested in accordance with Section 3.1 hereof. Withdrawals and payments from the Prefunding Account shall be made in the following manner: