Asset Coverage Test / Amortisation Test

The aggregate Outstanding Principal Amounts of all Purchased Receivables together with any Eligible Investments and any amounts standing to the credit of the Transaction Accounts (other than the Liquidity Facility Stand-by Account, any Relevant Liquidity Stand-by Ledger and any Swap Collateral Account (if any)) must be sufficient to meet the Asset Coverage Test at the time when such test is calculated. The purpose of the Asset Coverage Test is to determine, prior to a Guarantee Activation Event, whether sufficient assets are available in the Collateral Portfolio as coverage for the payment obligations under the Guarantee.

The Asset Coverage Test is calculated on the basis of, in particular, the following terms: Asset Coverage Test means a test that is satisfied on any Asset Coverage Test

Calculation Date, if the Asset Coverage Test Aggregate Asset Amount is equal to or exceeds the Outstanding Programme Amount.

Asset Coverage Test Aggregate Asset Amount

means an amount calculated as follows:

where

"A" means the product of (i) the sum of the aggregate Outstanding Principal Amounts of all Purchased Receivables (but excluding any Purchased Receivables that do not comply with item (iv)(a) (internal rating requirement) of the Eligibility Criteria) and (ii) the Asset Percentage;

"B" means all amounts standing to the credit of the Operating Account, the Interest Reserve Account (if any) and the Related Mortgages Transfer Reserve Account (if any);

"C" means the aggregate nominal amount of all Eligible Investments held by the Guarantor (other than Eligible Investments made out of any balance previously standing to the credit of the Commingling Reserve Account or the Set-off Risk Reserve Account);

"Y" means the Related Mortgages Transfer Reserve Required Amount;

"Z" means the Negative Carry Factor. Asset Coverage Test

Calculation Date means, prior to the occurrence of a Guarantee Activation Event, each Offer Date.

Asset Percentage means the lower of: (a) 90 per cent.;

(b) the Moody’s Percentage; and (c) the Fitch Percentage

or such percentage determined by the Cash Administrator that is lower than any of the percentages referred to in (a), (b) and (c).

figure (as determined by the Cash Administrator) equalling the result of 1 divided by (1 + Y), where

Y means ((a) + (b) + (c)) divided by X

X means the Outstanding Programme Amount less the then current aggregate principal amount of Eligible Investments (other than Eligible Investments made out of any balance previously standing to the credit of any Reserve Account);

(a) means the Fitch Overcollateralisation multiplied by X; (b) means, (A) as long as the Servicer is not at least rated

“F2” and “A-” by Fitch, the Commingling Reserve Required Amount less the sum of (i) the amount standing to the credit of the Commingling Reserve Account and (ii) the aggregate principal amount of any Eligible Investments made out of any balance previously standing to the credit of the Commingling Reserve Account and (B) otherwise zero;

(c) means, (A) as long as the Originator is not at least rated “F2” and “A-” by Fitch, the Set-off Risk Reserve Required Amount less the sum of (i) the amount standing to the credit of the Set-Off Risk Reserve Account and (ii) the aggregate principal amount of any Eligible Investments made out of any balance previously standing to the credit of the Set-Off Risk Reserve Account and (B) otherwise zero.

Moody’s Percentage means, with respect to the Asset Percentage, a percentage figure (as determined by the Cash Administrator) equalling the result of 1 divided by (1 + Y), where

Y means ((a) + (b) + (c)) divided by X

X means the Outstanding Programme Amount less the then current aggregate principal amount of Eligible Investments (other than Eligible Investments made out of any balance previously standing to the credit of any Reserve Account);

(a) means the Moody’s Overcollateralisation multiplied by X;

(b) means, (A) as long as the Servicer is not at least rated “P-2” by Moody’s, the Commingling Reserve Required Amount less the sum of (i) the amount standing to the credit of the Commingling Reserve Account and (ii) the aggregate principal amount of any Eligible Investments made out of any balance previously standing to the credit of the Commingling Reserve Account and (B) otherwise zero;

(c) means, (A) as long as the Originator is not at least rated “P-2” by Moody’s, the Set-off Risk Reserve Required Amount less the sum of (i) the amount standing to the credit of the Set-Off Risk Reserve Account and (ii) the aggregate principal amount of any Eligible Investments made out of any balance previously standing to the credit of the Set-Off Risk Reserve Account and (B) otherwise zero.

Negative Carry Factor means an amount equal to the Interest Reserve Required Amount.

As long as the Asset Coverage Test is not satisfied and no Guarantee Activation Event has occurred, the Originator (i) is not permitted to issue new Series of Notes under the Programme

and (ii) the Originator is obliged to sell additional Receivables to the Guarantor (see “Description of Guarantor Documents – The Receivables Purchase Agreement”).

The Amortisation Test is conducted following the occurrence of a Guarantee Activation Event and is calculated on the basis of, in particular, the following terms:

Amortisation Test means a test that is conducted upon the occurrence of a Guarantee Activation Event on any Amortisation Test Calculation Date and that is satisfied if the Amortisation Test Aggregate Asset Amount is equal to or exceeds the Outstanding Programme Amount.

Amortisation Test Aggregate Asset Amount

means an amount calculated as follows:

where

"A" means the sum of the aggregate Outstanding Principal Amounts of all Purchased Receivables (but excluding any Purchased Receivables that do not comply with item (iv)(a) (internal rating requirement) of the Eligibility Criteria);

"B" means all amounts standing to the credit of any Transaction Account (other than the Liquidity Facility Stand-by Account, any Relevant Liquidity Stand-by Ledger and any Swap Collateral Account (if any)); "C" means the aggregate nominal amount of all Eligible

Investments held by the Guarantor;

"V" means the Related Mortgages Transfer Reserve Required Amount;

"W" means the Commingling Reserve Required Amount; “X” means the sum of (A) the aggregate of all amounts, as

determined by the Cash Administrator, that will become due and payable by the Guarantor under the Guarantee (irrespective of the application of the Priority of Payments) in respect of any interest amount, any amount of Guaranteed Scheduled Interest, any Default Compensation Amount or Variable Guarantee Coupon Amount in respect of any Series of Notes on the Guarantee Payment Date immediately following such Amortisation Test Calculation Date and (B) the Calculated Guarantee Interest Payment Amount in respect of the Guarantee Payment Date immediately following such Amortisation Test Calculation Date; "Y" means the Set-off Risk Reserve Required Amount; "Z" means the Negative Carry Factor.

Amortisation Test

Calculation Date means, upon the occurrence of a Guarantee Activation Event, the Determination Date. Negative Carry Factor means an amount equal to the Interest Reserve Required

Amount.

In case the Amortisation Test is not satisfied following the date on which a Guarantee Activation Event first occurred, a different Priority of Payments, the Guarantor Event of Default Priority of Payment, will apply. The outstanding Notes will, through the Guarantee (and subject to the terms of the Guarantee), be redeemed early to the extent sufficient funds are available to the Guarantor.