Common use of Spread Determination Date Clause in Contracts

Spread Determination Date. (a) On each Spread Determination Date, unless a Failed Remarketing has been declared or the related Call Option has been exercised, the Issuer and the Remarketing Agents will enter into a Supplemental Remarketing Agency Agreement. (b) If pursuant to the Remarketing Terms Notice, the Remarketing Agents, in consultation with the Issuer, have determined that a Class of the Reset Rate Notes is to be reset to bear a fixed rate of interest, then the applicable fixed rate of interest for the corresponding Reset Period will be determined on the Spread Determination Date by adding (i) the applicable spread as determined by the Remarketing Agents on the Spread Determination Date; and (ii) the yield to maturity on the Spread Determination Date of the applicable fixed rate pricing benchmark, selected by the Remarketing Agents, as having an expected weighted average life based on a scheduled maturity at the next Reset Date, which would be used in accordance with customary financial practice in pricing new issues of asset-backed securities of comparable average life; provided that such fixed rate of interest will in no event be lower than the related All Hold Rate. The Remarketing Agents shall determine the applicable fixed rate of interest for such Class of the Reset Rate Notes (by reference to the applicable fixed rate pricing benchmark plus or minus the spread determined on the Remarketing Terms Determination Date) on each Spread Determination Date irrespective of whether no remarketing will occur as the result of the application of the All Hold Rate. (c) If pursuant to the Remarketing Terms Notice, the Remarketing Agents, in consultation with the Issuer, have determined that a Class of the Reset Rate Notes is to be reset to bear a floating rate of interest, then, on the related Spread Determination Date, the Remarketing Agents will establish the applicable Spread to be added or subtracted from the applicable Index; provided that such floating rate of interest will in no event be lower than the related All Hold Rate. (d) If pursuant to the Remarketing Terms Notice, the Remarketing Agents, in consultation with the Issuer, have determined that a Class of the Reset Rate Notes is to be reset to bear an Auction Rate, then, on the related Spread Determination Date, the Remarketing Agents will establish the Initial Rate for such Class. (e) On or immediately following the Spread Determination Date, the Remarketing Agents will communicate in writing the contents of the Spread Determination Notice to the Securities Depository (which may include facsimile or other electronic transmission if in accordance with the recipient's standard procedures) with instructions to distribute such notice its related participants or the Registered Owners of the applicable Class of the Reset Rate Notes, as applicable, the Indenture Trustee and the Rating Agencies. The Spread Determination Notice will contain: (i) the determined Spread, Initial Rate (if such Class of the Reset Rate Notes is to be reset to bear interest at an Auction Rate pursuant to Section 2.01(f) of this Appendix A) or fixed rate of interest, as the case may be, or, if applicable, a statement that the All Hold Rate or the Failed Remarketing Rate will be in effect; (ii) if applicable, the identity of any selected Counterparty or Counterparties; (iii) if applicable, the floating rate (or rates) of interest to be due to each selected Counterparty on each Distribution Date during the upcoming Reset Period; and (iv) any other information that the Issuer or the Remarketing Agents deem applicable.

Spread Determination Date. (a) On each Spread Determination Date, unless a Failed Remarketing has been declared or the related holder of the Call Option has been exerciseddelivered the Call Option Notice, the Issuer Administrator, the Trust and the Remarketing Agents will enter into a Supplemental Remarketing Agency Agreement. (b) If pursuant to the Remarketing Terms Notice, the Remarketing Agents, in consultation with the IssuerAdministrator, have determined that a Class of the Reset Rate Notes is are to be reset to bear a fixed rate of interest, then the applicable fixed rate of interest for the corresponding Reset Period will be determined on the Spread Determination Date by adding (i) the applicable spread as determined by the Remarketing Agents on the Spread Determination Date; Date and (ii) the yield to maturity on the Spread Determination Date of the applicable fixed rate pricing benchmark, selected by the Remarketing Agents, as having an expected weighted average life based on a scheduled maturity at the next Reset Date, which would be used in accordance with customary financial practice in pricing new issues of asset-backed securities of comparable average life; provided that such fixed rate of interest will in no event be lower than the related All Hold Rate, if applicable. The Remarketing Agents shall determine the applicable fixed rate of interest for such Class of the Reset Rate Notes (by reference to the applicable fixed rate pricing benchmark plus or minus the spread determined on the Remarketing Terms Determination Date) on each Spread Determination Date irrespective of whether no remarketing will occur as the result of the application of the All Hold Rate, if applicable. In addition, on the related Spread Determination Date, the Remarketing Agents, in consultation with the Administrator, shall determine the Supplemental Interest Account Deposit Amount, if any, for the Reset Rate Notes. (c) If pursuant to the Remarketing Terms Notice, the Remarketing Agents, in consultation with the IssuerAdministrator, have determined that a Class of the Reset Rate Notes is are to be reset to bear a floating rate of interest, then, on the related Spread Determination Date, the Remarketing Agents will establish the applicable Spread to be added or subtracted from the applicable Index; provided that such floating rate of interest will in no event be lower than the related All Hold Rate, if applicable. (d) If required pursuant to Section 2(c) above, on the Remarketing Terms Noticerelated Reset Date the Trust shall enter into either (i) one or more Cross-Currency Swap Agreements, the Remarketing Agents, in consultation with the Issuer, have determined that a Class of if the Reset Rate Notes is are to be reset in Foreign Exchange Mode, or (ii) one or more Interest Rate Swap Agreements if the Reset Rate Notes are to be reset in U.S. Dollars and to bear an Auction interest at a fixed rate or at a floating rate other than one based on LIBOR or a Commercial Paper Rate, thenwith an Eligible Swap Counterparty. In addition, if the Reset Rate Notes are to be reset in Foreign Exchange Mode, on the related Spread Determination Date, Reset Date the Remarketing Agents will establish the Initial Rate for such Classshall cause at least one Swap Agent to enter into one or more Reset Date Currency Swap Agreements with one or more Eligible Swap Counterparties. (e) On or immediately following the Spread Determination Date, the Remarketing Agents will communicate in writing the contents of the Spread Determination Notice to the Securities Depository (which may include including facsimile or other electronic transmission if in accordance with the recipienteach Clearing Agency's standard procedures) the contents of the Spread Determination Notice to each Clearing Agency (and the Luxembourg Stock Exchange if the Reset Rate Notes are then listed on such exchange) or the Reset Rate Noteholders if Definitive Notes have been issued, as applicable, with instructions to distribute such notice notices to its related participants participants, or the Registered Owners of the applicable Class of to the Reset Rate NotesNoteholders, as applicable, the Indenture Trustee and the Rating Agencies. The Spread Determination Notice will contain: (i) the determined Spread, Initial Rate (if such Class of the Reset Rate Notes is to be reset to bear interest at an Auction Rate pursuant to Section 2.01(f) of this Appendix A) Spread or fixed rate of interest, as the case may be, or, if applicable, a statement that the All Hold Rate or the Failed Remarketing Rate will be in effect; effect for the immediately following Reset Period, (ii) if applicableany applicable currency exchange rate, (iii) the identity of any selected Swap Counterparty or Counterparties; , and Swap Agent or Agents, if applicable, (iiiiv) if applicable, the floating rate (or rates) of interest to be due to each selected Swap Counterparty on with respect to each Distribution Date during the upcoming immediately following Reset Period; Period and (ivv) any other information that the Issuer Administrator or the Remarketing Agents deem applicable. Furthermore, for the Reset Rate Notes to be reset in Foreign Exchange Mode, the currency exchange rate, the Extension Rate due to each related Cross-Currency Swap Counterparty and the Failed Remarketing Rate for the immediately following Reset Period will be determined pursuant to the terms of the related Cross-Currency Swap Agreement and contained in the Spread Determination Notice. In addition, if required for the immediately following Reset Period, on or before the related Spread Determination Date the Administrator will arrange for new or additional securities identification codes to be obtained as required.