A Conduit Investor shall
be made pursuant to Section 9.3(a)(iii), and not this Section 9.3(a)(i).
(ii)Without limiting Section 9.3(a)(i), each Class A Conduit Investor may assign
all or a portion of the Class A Investor Group Principal Amount with respect to
such Class A Conduit Investor and its rights and obligations under this Series
2013-A Supplement and each other Series 2013-A Related Document to which it is a
party (or otherwise to which it has rights) to a Class A Conduit Assignee with
respect to such
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Class A Conduit Investor without the prior written consent of HVF II. Upon such
assignment by a Class A Conduit Investor to a Class A Conduit Assignee:
A.such Class A Conduit Assignee shall be the owner of the Class A Investor Group
Principal Amount or such portion thereof with respect to such Class A Conduit
Investor,
B.the related administrative or managing agent for such Class A Conduit Assignee
will act as the Class A Funding Agent for such Class A Conduit Assignee
hereunder, with all corresponding rights and powers, express or implied, granted
to the Class A Funding Agent hereunder or under each other Series 2013-A Related
Document,
C.such Class A Conduit Assignee and its liquidity support provider(s) and credit
support provider(s) and other related parties, in each case relating to the
Class A Commercial Paper and/or the Class A Notes, shall have the benefit of all
the rights and protections provided to such Class A Conduit Investor herein and
in each other Series 2013-A Related Document (including any limitation on
recourse against such Class A Conduit Assignee as provided in this paragraph),
D.such Class A Conduit Assignee shall assume all of such Class A Conduit
Investor's obligations, if any, hereunder and under each other Series 2013-A
Related Document with respect to such portion of the Class A Investor Group
Principal Amount and such Class A Conduit Investor shall be released from such
obligations,
E.all distributions in respect of the Class A Investor Group Principal Amount or
such portion thereof with respect to such Class A Conduit Investor shall be made
to the applicable Class A Funding Agent on behalf of such Class A Conduit
Assignee,
F.the definition of the term "Class A CP Rate" with respect to the portion of
the Class A Investor Group Principal Amount with respect to such Class A Conduit
Investor, as applicable funded with commercial paper issued by such Class A
Conduit Assignee from time to time shall be determined in the manner set forth
in the definition of "Class A CP Rate" applicable to such Class A Conduit
Assignee on the basis of the interest rate or discount applicable to commercial
paper issued by such Class A Conduit Assignee (rather than any other Class A
Conduit Investor),
G.the defined terms and other terms and provisions of this Series 2013-A
Supplement and each other Series 2013-A Related Documents shall be interpreted
in accordance with the foregoing, and
H.if reasonably requested by the Class A Funding Agent