Common use of Interchange Clause in Contracts

Interchange. On or prior to each Determination Date, Transferor shall cause FNBO to notify Servicer of the amount of Interchange to be included as Collections of Finance Charge Receivables allocable to the Series [200_-_] Notes with respect to the Related Monthly Period, which amount shall be equal to the product of: (a) the total amount of Interchange paid or payable to FNBO with respect to such Related Monthly Period; (b) a fraction the numerator of which is the volume during the Related Monthly Period of sales net of cash advances on the Accounts and the denominator of which is the amount of sales net of cash advances during the Related Monthly Period on all VISA and MasterCard accounts owned by FNBO; and (c) the Allocation Percentage for Finance Charge Collections with respect to such Related Monthly Period. On each Transfer Date, Transferor shall pay to Servicer, and Servicer shall deposit into the Finance Charge Account, in immediately available funds, an amount equal to the Interchange to be so included as Collections of Finance Charge Receivables allocable to the Series [200_-_] Notes with respect to the Related Monthly Period. Transferor hereby assigns, sets over, conveys, pledges and grants a security interest and lien to Indenture Trustee for the benefit of the Series [200_-_] Noteholders its security interest in Interchange and the proceeds of Interchange, as set forth in this Section 4.17. In connection with the foregoing grant of a security interest, this Indenture Supplement shall constitute a security agreement under applicable law. To the extent that an Indenture Supplement for a related Series, other than Series [200_-_], assigns, sets over, conveys, pledges or grants a security interest in Interchange allocable to the Trust, all Notes of any such Series (except that any Series may be subordinated to the Series [200_-_] Notes to the extent specified in any such Indenture Supplement) and the Series [200_-_] Notes shall rank pari passu and be equally and ratably entitled in accordance with their respective allocation percentages for Finance Charge Collections as provided herein to the benefits of such Interchange without preference or priority on account of the actual time or times of authentication and delivery, all in accordance with the terms and provisions of this Indenture Supplement and other related Indenture Supplements.

Interchange. On or prior to each Determination Date, Transferor RPA Seller shall cause FNBO to notify the Servicer of the amount of “Account Interchange to be included as Collections of Finance Charge Receivables allocable to the Series [200_-_] Notes with respect to the Related Monthly PeriodAmount”, which amount shall be equal to the product of: (ai) the total amount of Interchange paid or payable to FNBO RPA Seller during the preceding monthly period with respect to such Related Monthly Period;the credit card accounts in all Co-Branded Programs that are Approved Portfolios; and (bii) a fraction the numerator of which is the volume during the Related preceding Monthly Period of sales net of cash advances on the Accounts in all Co-Branded Programs and the denominator of which is the amount of sales net of cash advances during the Related such Monthly Period on all VISA and MasterCard credit card accounts owned by FNBORPA Seller in all Co-Branded Programs that are Approved Portfolios; and (c) or such other amount as RPA Seller may reasonably calculate or estimate as Interchange attributable to the Allocation Percentage for Finance Charge Collections with respect to such Related Monthly PeriodAccounts. On each Transfer Date, Transferor RPA Seller shall (A) pay to the Servicer, and Servicer shall deposit into the Finance Charge Account, in immediately available fundsfunds into the Collection Account or, with respect to the portion of the Account Interchange Amount allowed to any Series of Investor Interests, such other Series Account as may be specified in the related Supplement for such Series, an amount equal to the product of (1) the Account Interchange Amount for the preceding Monthly Period and (2) the sum of the Investor Percentages for Finance Charge Receivables for the outstanding Investor Interests with respect to such Monthly Period (in the case of each Investor Interest, determined on a weighted average basis during any Monthly Period in which a Reset Date occurs, calculated by dividing the summation of such Investor Percentages for all days during such Monthly Period, divided by the number of days in such Monthly Period), and (B) pay any excess of the Account Interchange Amount over the amount deposited pursuant to clause (A), each for the preceding Monthly Period, to the Transferor. Amounts deposited into the Collection Account or Series Accounts pursuant to the preceding sentence shall be so included treated as Collections of Finance Charge Receivables allocable to the Series [200_-_] Notes with respect to the and are Related Monthly Period. Transferor hereby assigns, sets over, conveys, pledges and grants a security interest and lien to Indenture Trustee Assets for the benefit of the Series [200_-_] Noteholders its security interest in Interchange and the proceeds of Interchange, as set forth in this Section 4.17. In connection with the foregoing grant of a security interest, this Indenture Supplement shall constitute a security agreement under applicable law. To the extent that an Indenture Supplement for a related Series, other than Series [200_-_], assigns, sets over, conveys, pledges or grants a security interest in Interchange allocable to the Trust, all Notes of any such Series (except that any Series may be subordinated to the Series [200_-_] Notes to the extent specified in any such Indenture Supplement) and the Series [200_-_] Notes shall rank pari passu and be equally and ratably entitled in accordance with their respective allocation percentages for Finance Charge Collections as provided herein to the benefits of such Interchange without preference or priority on account of the actual time or times of authentication and delivery, all in accordance with the terms and provisions purposes of this Indenture Supplement and other related Indenture SupplementsAgreement.”

Interchange. On or prior to each Determination Date, Transferor shall cause FNBO to notify Servicer of the amount of Interchange to be included as Collections of Finance Charge Receivables allocable to the Series [200_-_] 2003-1 Notes with respect to the Related Monthly Period, which amount shall be equal to the product of: (a) the total amount of Interchange paid or payable to FNBO with respect to such Related Monthly Period; (b) a fraction the numerator of which is the volume during the Related Monthly Period of sales net of cash advances on the Accounts and the denominator of which is the amount of sales net of cash advances during the Related Monthly Period on all VISA and MasterCard accounts owned by FNBO; and (c) the Allocation Percentage for Finance Charge Collections with respect to such Related Monthly Period. On each Transfer Date, Transferor shall pay to Servicer, and Servicer shall deposit into the Finance Charge Account, in immediately available funds, an amount equal to the Interchange to be so included as Collections of Finance Charge Receivables allocable to the Series [200_-_] Notes with respect to the Related Monthly Period. Transferor hereby assigns, sets over, conveys, pledges and grants a security interest and lien to Indenture Trustee for the benefit of the Series [200_-_] 2003-1 Noteholders its security interest in Interchange and the proceeds of Interchange, as set forth in this Section 4.17. In connection with the foregoing grant of a security interest, this Indenture Supplement shall constitute a security agreement under applicable law. To the extent that an Indenture Supplement for a related Series, other than Series [200_-_]2003-1, assigns, sets over, conveys, pledges or grants a security interest in Interchange allocable to the Trust, all Notes of any such Series (except that any Series may be subordinated to the Series [200_-_] 2003-1 Notes to the extent specified in any such Indenture Supplement) and the Series [200_-_] 2003-1 Notes shall rank pari passu and be equally and ratably entitled in accordance with their respective allocation percentages for Finance Charge Collections as provided herein to the benefits of such Interchange without preference or priority on account of the actual time or times of authentication and delivery, all in accordance with the terms and provisions of this Indenture Supplement and other related Indenture Supplements.

Interchange. On or prior to each Determination Date, Transferor shall cause FNBO to notify Servicer of the amount of Interchange to be included as Collections of Finance Charge Receivables allocable to the VFN Series [200_-_] 2003-3 Notes with respect to the Related Monthly Period, which amount shall be equal to the product of: (a) the total amount of Interchange paid or payable to FNBO with respect to such Related Monthly Period; (b) a fraction the numerator of which is the volume during the Related Monthly Period of sales net of cash advances on the Accounts and the denominator of which is the amount of sales net of cash advances during the Related Monthly Period on all VISA and MasterCard accounts owned by FNBO; and (c) the Allocation Percentage for Finance Charge Collections with respect to such Related Monthly Period. On each Transfer Date, Transferor shall pay to Servicer, and Servicer shall deposit into the Finance Charge Account, in immediately available funds, an amount equal to the Interchange to be so included as Collections of Finance Charge Receivables allocable to the VFN Series [200_-_] 2003-3 Notes with respect to the Related Monthly Period. Transferor hereby assigns, sets over, conveys, pledges and grants a security interest and lien to Indenture Trustee for the benefit of the VFN Series [200_-_] 2003-3 Noteholders its security interest in Interchange and the proceeds of Interchange, as set forth in this Section 4.17. In connection with the foregoing grant of a security interest, this Indenture Supplement shall constitute a security agreement under applicable law. To the extent that an Indenture Supplement for a related Series, other than VFN Series [200_-_]2003-3, assigns, sets over, conveys, pledges or grants a security interest in Interchange allocable to the Trust, all Notes of any such Series (except that any Series may be subordinated to the VFN Series [200_-_] 2003-3 Notes to the extent specified in any such Indenture Supplement) and the VFN Series [200_-_] 2003-3 Notes shall rank pari passu and be equally and ratably entitled in accordance with their respective allocation percentages for Finance Charge Collections as provided herein to the benefits of such Interchange without preference or priority on account of the actual time or times of authentication and delivery, all in accordance with the terms and provisions of this Indenture Supplement and other related Indenture Supplements.

Interchange. On or prior to each Determination Date, Transferor shall cause FNBO to notify Servicer of the amount of Interchange to be included as Collections of Finance Charge Receivables allocable to the Series [200_-_] Notes with respect to the Related Monthly Period, which amount shall be equal to the product of: (a) the total amount of Interchange paid or payable to FNBO with respect to such Related Monthly Period; (b) a fraction the numerator of which is the volume during the Related Monthly Period of sales net of cash advances on the Accounts and the denominator of which is the amount of sales net of cash advances during the Related Monthly Period on all VISA and MasterCard accounts owned by FNBO; and (c) the Allocation Percentage for Finance Charge Collections with respect to such Related Monthly Period. On each Transfer Date, Transferor shall pay to Servicer, and Servicer shall deposit into the Finance Charge Collection Account, in immediately available funds, an amount equal to the Interchange to be so included as Collections of Finance Charge Receivables allocable to the Series [200_-_] Notes with respect to the Related Monthly Period. Transferor hereby assigns, sets over, conveys, pledges and grants a security interest and lien to Indenture Trustee for the benefit of the Series [200_-_] Noteholders its security interest in Interchange and the proceeds of Interchange, as set forth in this Section 4.17. In connection with the foregoing grant of a security interest, this Indenture Supplement shall constitute a security agreement under applicable law. To the extent that an Indenture Supplement for a related Series, other than Series [200_-_], assigns, sets over, conveys, pledges or grants a security interest in Interchange allocable to the Trust, all Notes of any such Series (except that any Series may be subordinated to the Series [200_-_] Notes to the extent specified in any such Indenture Supplement) and the Series [200_-_] Notes shall rank pari passu and be equally and ratably entitled in accordance with their respective allocation percentages for Finance Charge Collections as provided herein to the benefits of such Interchange without preference or priority on account of the actual time or times of authentication and delivery, all in accordance with the terms and provisions of this Indenture Supplement and other related Indenture Supplements.

Interchange. On or prior to before each Determination Date, the Transferor shall cause FNBO to notify the Servicer of the amount of Allocated Interchange to be included as Collections of Finance Charge Receivables and the portion thereof allocable to the Series [200_-_] Notes 2004-1 Certificateholders with respect to the Related preceding Monthly Period, which Period as determined pursuant to this subsection 3(b). The amount of Allocated Interchange allocable to the Series 2004-1 Certificateholders with respect to any Monthly Period shall be equal to the product of: of (ai) the total amount of Allocated Interchange paid or payable to FNBO with respect to such Related Monthly Period; (b) a fraction the numerator of which is the volume during the Related Monthly Period of sales net of cash advances on the Accounts and the denominator of which is the amount of sales net of cash advances during the Related Monthly Period on all VISA and MasterCard accounts owned by FNBO; and (cii) the Allocation Investor Percentage for with regard to Finance Charge Collections Receivables with respect to such Related Monthly Period. On each Transfer Date, the Transferor shall pay, or cause WFB to pay to the Servicer, and the Servicer shall deposit into the Finance Charge Account, in immediately available funds, an the amount equal to the of Allocated Interchange to be so included as Collections of Finance Charge Receivables allocable to the Series [200_-_] Notes Investor Certificates with respect to the Related preceding Monthly Period. The Transferor hereby assigns, sets sets-over, conveys, pledges and grants a security interest and lien to Indenture the Trustee for the benefit of the Series [200_-_] Noteholders its security interest 2004-1 Certificateholders in all Allocated Interchange and the proceeds of all Allocated Interchange, as set forth in this Section 4.17subsection 3(b). In connection with the foregoing grant of a security interest, this Indenture Series Supplement shall constitute a security agreement under applicable law. To the extent that an Indenture a Supplement for a related Series, other than Series [200_-_]2004-I, assigns, sets sets-over, conveys, pledges or grants a security interest in Interchange allocable to the TrustAllocated Interchange, all Notes Investor Certificates of any such Series (except that any Series may be subordinated to the Series [200_-_] Notes to the extent as otherwise specified in any such Indenture SupplementSupplement ) and the Series [200_-_] Notes created pursuant to this Series Supplement shall rank pari passu and be equally and ratably entitled in accordance with their respective allocation percentages for Finance Charge Collections as provided herein to the benefits of such Allocated Interchange without preference or priority on account of the actual time or times of authentication and delivery, all in accordance with the terms and provisions of this Indenture Series Supplement and such other related Indenture Supplements.

Interchange. On or prior to each Determination Date, Transferor shall cause FNBO to notify Servicer of the amount of Interchange to be included as Collections of Finance Charge Receivables allocable to the Series [200_-_] Notes 2005-1 Certificates with respect to the Related Monthly Period, which amount shall be equal to the product of: (a) the total amount of Interchange paid or payable to FNBO RPA Seller with respect to such Related Monthly Period; (b) a fraction the numerator of which is the volume during the Related Monthly Period of sales net of cash advances on the Accounts and the denominator of which is the amount of sales net of cash advances during the Related Monthly Period on all VISA and MasterCard accounts owned by FNBORPA Seller; and (c) the Allocation Percentage for Finance Charge Collections Receivables with respect to such Related Monthly Period. On each Transfer Date, Transferor shall pay to Servicer, and Servicer shall deposit into the Finance Charge Account, in immediately available funds, an the amount equal to the of Interchange to be so included as Collections of Finance Charge Receivables allocable to the Series [200_-_] Notes 2005-1 Certificates with respect to the Related Monthly Period. Transferor hereby assigns, sets over, conveys, pledges and grants a security interest and lien to Indenture Trustee for the benefit of the Series [200_-_] Noteholders 2005-1 Certificateholders in its security interest in Interchange and the proceeds of Interchange, as set forth in this Section 4.17. In connection with the foregoing grant of a security interest, this Indenture Supplement shall constitute a security agreement under applicable law. To the extent that an a Supplement or Indenture Supplement for a related Series, any Series or Note Series (other than Series [200_-_], 2005-1) assigns, sets over, conveys, pledges or grants a security interest in Interchange allocable to the Trust, all Investor Certificates or Notes of any such Series issued thereunder (except that any such Series or Note Series may be subordinated to the Series [200_-_] Notes 2005-1 Certificates to the extent specified in any such Supplement or Indenture Supplement) and the Series [200_-_] Notes 2005-1 Certificates shall rank pari passu and be equally and ratably entitled in accordance with their respective allocation percentages for Finance Charge Collections as provided herein percentage to the benefits of such Interchange without preference or priority on account of the actual time or times of authentication and delivery, all in accordance with the terms and provisions of this Indenture Supplement and other related Supplements and Indenture Supplements.