Certificates Issuable in Classes; Distributions of Principal and Interest; Authorized Denominations The aggregate principal amount of the Certificates that may be authenticated and delivered under this Agreement is limited to the aggregate Principal Balance of the Mortgage Loans as of the Cut-Off Date, as specified in the Preliminary Statement to this Agreement, except for Certificates authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Certificates pursuant to Section 5.03. Such aggregate principal amount shall be allocated among one or more Classes having designations, types of interests, initial per annum Certificate Interest Rates, initial Class Principal Balances and Final Maturity Dates as specified in the Preliminary Statement to this Agreement. The aggregate Percentage Interest of each Class of Certificates of which the Class Principal Balance equals zero as of the Cut-Off Date that may be authenticated and delivered under this Agreement is limited to 100%. Certificates shall be issued in Authorized Denominations.
Securities Owned by Issuer Deemed Not Outstanding In determining whether the Holders of the requisite aggregate principal amount of Outstanding Securities of any or all series have concurred in any direction, consent or waiver under this Indenture, Securities which are owned by the Issuer or any other obligor on the Securities with respect to which such determination is being made or by any person directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer or any other obligor on the Securities with respect to which such determination is being made shall be disregarded and deemed not to be Outstanding for the purpose of any such determination, except that for the purpose of determining whether the Trustee shall be protected in relying on any such direction, consent or waiver only Securities which a Responsible Officer of the Trustee actually knows are so owned shall be so disregarded. Securities so owned which have been pledged in good faith may be regarded as Outstanding if the pledgee establishes to the satisfaction of the Trustee the pledgee’s right so to act with respect to such Securities and that the pledgee is not the Issuer or any other obligor upon the Securities or any person directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer or any other obligor on the Securities. In case of a dispute as to such right, the advice of counsel shall be full protection in respect of any decision made by the Trustee in accordance with such advice. Upon request of the Trustee, the Issuer shall furnish to the Trustee promptly an Officers’ Certificate listing and identifying all Securities, if any, known by the Issuer to be owned or held by or for the account of any of the above-described persons; and, subject to Sections 5.01 and 5.02, the Trustee shall be entitled to accept such Officers’ Certificate as conclusive evidence of the facts therein set forth and of the fact that all Securities not listed therein are Outstanding for the purpose of any such determination.
Designation of Additional Amounts to Be Included in the Excess Spread Amount for the DiscoverSeries Notes At any time that any outstanding Series of certificates issued by the Master Trust provides that the Series Principal Collections allocated to such Series will be deposited into the Group Finance Charge Collections Reallocation Account for the Master Trust to the extent necessary for application to cover shortfalls for other Series issued by the Master Trust, an amount equal to (x) all Series Principal Collections allocated to such Series, multiplied by (y) a fraction, the numerator of which is the sum of the Nominal Liquidation Amounts for each outstanding Tranche of the DiscoverSeries Notes (including these notes) and the denominator of which is (i) the Aggregate Investor Interest for the Master Trust minus (ii) the sum of the Series Investor Interests for all such Series that provide that the Series Principal Collections allocated to such Series will be so deposited, is hereby designated to be included in the Excess Spread Amount and shall be treated as Series Finance Charge Amounts for the DiscoverSeries.
REMIC Certificate Maturity Date Solely for purposes of satisfying Section 1.860G-1(a)(4)(iii) of the Treasury Regulations, the "latest possible maturity date" of the regular interests in the Upper-Tier REMIC, Middle-Tier REMIC and Lower-Tier REMIC is October 25, 2035.
Original Class A Percentage Section 11.05 Original Principal Balances of the Classes of Class A Certificates............................................ Section 11.06 Original Class A Non-PO Principal Balance................ Section 11.07
Protection of Right, Title and Interest to Trust (a) The Servicer shall cause this Agreement, all amendments hereto and/or all financing statements and continuation statements and any other necessary documents covering the Certificateholders and the Trustee's right, title and interest to the Trust to be promptly recorded, registered and filed, and at all times to be kept recorded, registered and filed, all in such manner and in such places as may be required by law fully to preserve and protect the right, title and interest of the Certificateholders or the Trustee, as the case may be, hereunder to all property comprising the Trust. The Servicer shall deliver to the Trustee file-stamped copies of, or filing receipts for, any document recorded, registered or filed as provided above, as soon as available following such recording, registration or filing. The Transferor shall cooperate fully with the Servicer in connection with the obligations set forth above and will execute any and all documents reasonably required to fulfill the intent of this subsection 13.2(a).
Determination of Amount Outstanding On each Quarterly Date and, in addition, promptly upon the receipt by the Administrative Agent of a Currency Valuation Notice (as defined below), the Administrative Agent shall determine the aggregate Revolving Multicurrency Credit Exposure. For the purpose of this determination, the outstanding principal amount of any Loan that is denominated in any Foreign Currency shall be deemed to be the Dollar Equivalent of the amount in the Foreign Currency of such Loan, determined as of such Quarterly Date or, in the case of a Currency Valuation Notice received by the Administrative Agent prior to 11:00 a.m., New York City time, on a Business Day, on such Business Day or, in the case of a Currency Valuation Notice otherwise received, on the first Business Day after such Currency Valuation Notice is received. Upon making such determination, the Administrative Agent shall promptly notify the Multicurrency Lenders and the Borrower thereof.
Reductions in Class Principal Balances of the Notes On each Payment Date on or prior to the Termination Date, the Class Principal Balance of each Class of Original Notes will be reduced (in each case without regard to any exchanges of Original Notes for MAC Notes), without any corresponding payment of principal, by the amount of the reduction, if any, in the Class Notional Amount of the Corresponding Class of Reference Tranche due to the allocation of Calculated Tranche Write-down Amounts to such Class of Reference Tranche on such Payment Date pursuant to Section 3.03(b) above. If on the Maturity Date or any Payment Date a Class of MAC Notes is outstanding, all Calculated Tranche Write-down Amounts that are allocable to Original Notes that were exchanged for such MAC Notes will be allocated to reduce the Class Principal Balances or Notional Principal Amounts, as applicable, of such MAC Notes in accordance with the exchange proportions applicable to the related Combination.
Distributions on the REMIC Regular Interests (a) On each Distribution Date, the Trustee shall cause in the following order of priority, the following amounts to be distributed by REMIC 1 to REMIC 2 on account of the REMIC 1 Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-1 Interest), as the case may be:
Interest Unpaid Class Accrued Certificate Interest Shortfalls Interest Class Interest Payable Pay-out Rate ----- -------- ------------------- ------- ------------ R $ 0.00 $ 0.00 $ 0.00 %0.000000000 PO $ 0.00 $ 0.00 $ 0.00 %0.000000000 A1 $ 153,408.89 $ 0.00 $ 153,408.89 %5.950000013 A2 $ 228,536.00 $ 0.00 $ 228,536.00 %6.000000000 A3 $ 892,574.07 $ 0.00 $ 892,574.07 %6.249999980 A4 $ 188,303.45 $ 0.00 $ 188,303.45 %5.463749883 A5 $ 104,641.75 $ 0.00 $ 104,641.75 %3.036249996 A6 $ 1,265,469.75 $ 0.00 $ 1,265,469.75 %6.500000012 A7 $ 807,304.70 $ 0.00 $ 807,304.70 %6.500000035 A8 $ 288,597.53 $ 0.00 $ 288,597.53 %6.500000029 A9 $ 5,475.51 $ 0.00 $ 0.00 %6.500004595 A10 $ 102,533.15 $ 0.00 $ 102,533.15 %6.500000317 A11 $ 36,259.17 $ 0.00 $ 36,259.17 %6.500000598 A12 $ 8,706.67 $ 0.00 $ 8,706.67 %8.000003063 A13 $ 97,830.41 $ 0.00 $ 97,830.41 %5.663749756 A14 $ 48,990.77 $ 0.00 $ 48,990.77 %9.217811872 A15 $ 0.00 $ 0.00 $ 0.00 %0.000000000 A16 $ 8,205.08 $ 0.00 $ 0.00 %6.499997726 A17 $ 27,377.53 $ 0.00 $ 0.00 %6.499999821 A18 $ 31,669.04 $ 0.00 $ 31,669.04 %6.749999467 A19 $ 32,841.97 $ 0.00 $ 32,841.97 %7.000000000 A20 $ 0.00 $ 0.00 $ 0.00 %0.000000000 A21 $ 11,860.87 $ 0.00 $ 0.00 %6.499999338 A22 $ 515,883.47 $ 0.00 $ 515,883.47 %6.500000016 S $ 336,620.40 $ 0.00 $ 336,620.40 %0.454839554 RL $ 0.00 $ 0.00 $ 0.00 %0.000000000 M $ 95,282.60 $ 0.00 $ 95,282.60 %6.500000161 B1 $ 38,626.76 $ 0.00 $ 38,626.76 %6.499999201 B2 $ 23,177.14 $ 0.00 $ 23,177.14 %6.499999887 B3 $ 25,751.18 $ 0.00 $ 25,751.18 %6.500000875 B4 $ 10,301.55 $ 0.00 $ 10,301.55 %6.499998651 B5 $ 12,875.59 $ 0.00 $ 12,875.59 %6.499998605
