Common use of Optional Repurchase Clause in Contracts

Optional Repurchase. (a) The Series 2023-6 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 2023-6 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 2023-6 Repurchase Amount”). The repurchase price for any Series 2023-6 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 2023-6 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 2023-6 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 2023-6 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 2023-6 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 2023-6 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 2023-6 Note.

Optional Repurchase. (a) The Series 2023-6 5 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 2023-6 5 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 2023-6 5 Repurchase Amount”). The repurchase price for any Series 2023-6 5 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 2023-6 5 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 2023-6 5 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 2023-6 5 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 2023-6 5 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 2023-6 5 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 2023-6 5 Note.

Optional Repurchase. (a) The Series 20232025-6 2 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232025-6 2 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the Class D Initial Invested Amount, the initial invested amount of the Class D E Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 20232025-6 2 Repurchase Amount”). The repurchase price for any Series 20232025-6 2 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232025-6 2 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 20232025-6 2 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232025-6 2 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232025-6 2 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232025-6 2 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232025-6 2 Note.

Optional Repurchase. (a) The Series 20232016-6 1 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232016-6 1 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested AmountAmount and, if issued, the initial invested amount of the Class D Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 20232016-6 1 Repurchase Amount”). The repurchase price for any Series 20232016-6 1 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232016-6 1 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 20232016-6 1 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232016-6 1 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232016-6 1 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232016-6 1 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232016-6 1 Note.

Optional Repurchase. (a) The Series 2023-6 1 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 2023-6 1 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued)Initial Invested Amount, the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 2023-6 1 Repurchase Amount”). The repurchase price for any Series 2023-6 1 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 2023-6 1 Note AMERICAS 129834060 75 (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 2023-6 1 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 2023-6 1 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”); provided that the Class D Notes shall only be subject to such Optional Repurchase in accordance with this clause (b) on and after the earlier of (x) following the Class D Notes Closing Date, the offering and sale of the Class D Notes to one or more third-party investors and (y) the September 2025 Distribution Date. The repurchase price for any Series 2023-6 1 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 2023-6 1 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 2023-6 1 Note.

Optional Repurchase. (a) On any Distribution Date commencing with the Distribution Date occurring on March 20, 2002, the Issuer shall have the option to purchase the Class A-2 Notes, in whole but not in part (other than for the purpose of providing alternate financing of Mortgage Loans), at a purchase price (determined after giving effect to any payment of principal and interest on such Distribution Date) equal to the aggregate outstanding principal amount of the Class A-2 Notes on such Distribution Date, plus accrued and unpaid interest on the unpaid aggregate principal balance of the Class A-2 Notes (calculated at the Class A-2 Note Rate) through the day immediately prior to the date of such purchase plus the aggregate amount of any Class A-2 Shortfalls payable in respect of the Class A-2 Notes. The Issuer shall give the Indenture Trustee and the Noteholders not more than sixty (60) nor less than thirty (30) days’ prior written notice of the date on which the Issuer intends to exercise such option to purchase. Not later than 12:00 noon, New York City time, on such Distribution Date, with respect to the Class A-2 Notes outstanding, an amount of the purchase price equal to the outstanding principal amount of the Class A-2 Notes on such Distribution Date and the amount of accrued and unpaid interest with respect to the Class A-2 Notes and any applicable Class A-2 Shortfall will be deposited into the related Distribution Account in immediately available funds. The funds deposited into such Distribution Account or distributed to the Paying Agent will be passed through in full to the Noteholders on such Distribution Date. (b) On any Distribution Date commencing with the Distribution Date occurring on March 20, 2004, the Issuer shall have the option to purchase the Class A-3 Notes, in whole but not in part (other than for the purpose of providing alternate financing of Mortgage Loans), at a purchase price (determined after giving effect to any payment of principal and interest on such Distribution Date) equal to the aggregate outstanding principal amount of the Class A-3 Notes on such Distribution Date, plus accrued and unpaid interest on the unpaid aggregate principal balance of the Class A-3 Notes (calculated at the Class A-3 Note Rate) through the day immediately prior to the date of such purchase plus the aggregate amount of any Class A-3 Shortfalls payable in respect of the Class A-3 Notes. The Issuer shall give the Indenture Trustee and the Noteholders not more than sixty (60) nor less than thirty (30) days’ prior written notice of the date on which the Issuer intends to exercise such option to purchase. Not later than 12:00 noon, New York City time, on such Distribution Date, with respect to the Class A-3 Notes outstanding, an amount of the purchase price equal to the outstanding principal amount of the Class A-3 Notes on such Distribution Date and the amount of accrued and unpaid interest with respect to the Class A-3 Notes and any applicable Class A-3 Shortfall will be deposited into the related Distribution Account in immediately available funds. The funds deposited into such Distribution Account or distributed to the Paying Agent will be passed through in full to the Noteholders on such Distribution Date. (c) The Series 20232001-6 1 Notes shall be subject to repurchase repurchase, in whole but not in part, by ABRCF the Issuer at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 2023-6 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 2023-6 Repurchase Amount”). The repurchase price for any Series 20232001-6 1 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232001-6 1 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 2023-6 Notes shall also be subject to repurchase at , plus the election amount of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 2023-6 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232001-6 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 2023-6 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 2023-6 Note1 Shortfall.

Optional Repurchase. (a) The Series 20232020-6 2 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232020-6 2 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 2023▇▇▇▇-6 Repurchase ▇ ▇▇▇▇▇▇▇▇▇▇ Amount”). The repurchase price for any Series 20232020-6 2 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232020-6 2 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 20232020-6 2 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232020-6 2 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232020-6 2 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232020-6 2 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232020-6 2 Note.

Optional Repurchase. (a) The Series 20232024-6 2 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232024-6 2 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 20232024-6 2 Repurchase Amount”). The repurchase price for any Series 20232024-6 2 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232024-6 2 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 20232024-6 2 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232024-6 2 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232024-6 2 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232024-6 2 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232024-6 2 Note.

Optional Repurchase. (a) The Series 2023-6 3 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 2023-6 3 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued)Initial Invested Amount, the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 2023-6 3 Repurchase Amount”). The repurchase price for any Series 2023-6 3 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 2023-6 3 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 2023-6 3 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 2023-6 3 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 2023-6 3 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 2023-6 3 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 2023-6 3 Note.

Optional Repurchase. (a) The Series 20232020-6 2 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232020-6 2 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued)Initial Invested Amount, the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 20232020-6 2 Repurchase Amount”). The repurchase price for any Series 20232020-6 2 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232020-6 2 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 20232020-6 2 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232020-6 2 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232020-6 2 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232020-6 2 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232020-6 2 Note.

Optional Repurchase. (a) The Series 20232022-6 5 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232022-6 5 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 2023▇▇▇▇-6 Repurchase ▇ ▇▇▇▇▇▇▇▇▇▇ Amount”). The repurchase price for any Series 20232022-6 5 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232022-6 5 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 20232022-6 5 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232022-6 5 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232022-6 5 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232022-6 5 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232022-6 5 Note.

Optional Repurchase. (a) The Series 20232024-6 3 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232024-6 3 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued)Initial Invested Amount, the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 20232024-6 3 Repurchase Amount”). The repurchase price for any Series 20232024-6 3 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232024-6 3 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 20232024-6 3 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232024-6 3 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232024-6 3 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232024-6 3 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232024-6 3 Note.

Optional Repurchase. (a) The Series 2023-6 1 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 2023-6 1 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued)Initial Invested Amount, the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 2023-6 1 Repurchase Amount”). The repurchase price for any Series 2023-6 1 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 2023-6 1 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 2023-6 1 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 2023-6 1 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”); provided that the Class D Notes shall only be subject to such Optional Repurchase in accordance with this clause (b) on and after the earlier of (x) following the Class D Notes Closing Date, the offering and sale of the Class D Notes to one or more third-party investors and (y) the September 2025 Distribution Date. The repurchase price for any Series 2023-6 1 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 2023-6 1 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 2023-6 1 Note.

Optional Repurchase. (a) The Series 20232016-6 2 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232016-6 2 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested AmountAmount and, if issued, the initial invested amount of the Class D Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 20232016-6 2 Repurchase Amount”). The repurchase price for any Series 20232016-6 2 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232016-6 2 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 20232016-6 2 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232016-6 2 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232016-6 2 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232016-6 2 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232016-6 2 Note.

Optional Repurchase. (a) The Series 20232017-6 2 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232017-6 2 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued), and the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 20232017-6 2 Repurchase Amount”). The repurchase price for any Series 20232017-6 2 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232017-6 2 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 20232017-6 2 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232017-6 2 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232017-6 2 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232017-6 2 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232017-6 2 Note.

Optional Repurchase. (a) The Series 20232021-6 1 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232021-6 1 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the Class D Initial Invested Amount, the initial invested amount of the Class D E Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 2023▇▇▇▇-6 Repurchase ▇ ▇▇▇▇▇▇▇▇▇▇ Amount”). The repurchase price for any Series 20232021-6 1 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232021-6 1 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 20232021-6 1 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232021-6 1 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232021-6 1 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232021-6 1 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232021-6 1 Note.

Optional Repurchase. (a) The Series 20232015-6 2 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232015-6 2 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested AmountAmount and, if issued, the initial invested amount of the Class D Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 20232015-6 2 Repurchase Amount”). The repurchase price for any Series 20232015-6 2 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232015-6 2 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 20232015-6 2 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232015-6 2 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232015-6 2 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232015-6 2 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232015-6 2 Note.

Optional Repurchase. (a) The Series 20232018-6 1 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232018-6 1 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued)Initial Invested Amount, the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 20232▇▇▇-6 Repurchase ▇ ▇▇▇▇▇▇▇▇▇▇ Amount”). The repurchase price for any Series 20232018-6 1 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232018-6 1 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (ba) The Series 20232018-6 1 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232018-6 1 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232018-6 1 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232018-6 1 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232018-6 1 Note.

Optional Repurchase. (a) The Series 20232025-6 1 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232025-6 1 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the Class D Initial Invested Amount, the initial invested amount of the Class D E Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 20232025-6 1 Repurchase Amount”). The repurchase price for any Series 20232025-6 1 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232025-6 1 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 20232025-6 1 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232025-6 1 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232025-6 1 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232025-6 1 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232025-6 1 Note.

Optional Repurchase. (a) The Series 20232019-6 3 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232019-6 3 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued)Initial Invested Amount, the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 20232019-6 3 Repurchase Amount”). The repurchase price for any Series 20232019-6 3 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232019-6 3 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 20232019-6 3 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232019-6 3 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232019-6 3 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232019-6 3 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232019-6 3 Note.

Optional Repurchase. (a) The Series 2023-6 8 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 2023-6 8 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued)Initial Invested Amount, the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 2023-6 8 Repurchase Amount”). The repurchase price for any Series 2023-6 8 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 2023-6 8 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 2023-6 8 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 2023-6 8 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”); provided that the Class D Notes shall only be subject to such Optional Repurchase in accordance with this clause (b) on and after the earlier of (x) following the Class D Notes Closing Date, the offering and sale of the Class D Notes to one or more third-party investors and (y) the September 2025 Distribution Date. The repurchase price for any Series 2023-6 8 Note subject to an Optional Repurchase shall AMERICAS 130188170 75 equal (1) the aggregate outstanding principal balance of such Series 2023-6 8 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 2023-6 8 Note.

Optional Repurchase. (a) The Series 20232024-6 1 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232024-6 1 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 20232024-6 1 Repurchase Amount”). The repurchase price for any Series 20232024-6 1 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232024-6 1 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 20232024-6 1 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232024-6 1 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232024-6 1 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232024-6 1 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232024-6 1 Note.

Optional Repurchase. (a) The Series 20232021-6 2 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232021-6 2 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the Class D Initial Invested Amount, the initial invested amount of the Class D E Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 2023▇▇▇▇-6 Repurchase ▇ ▇▇▇▇▇▇▇▇▇▇ Amount”). The repurchase price for any Series 20232021-6 2 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232021-6 2 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 20232021-6 2 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232021-6 2 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232021-6 2 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232021-6 2 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232021-6 2 Note.

Optional Repurchase. (a) The Series 20232025-6 3 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232025-6 3 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the Class D Initial Invested Amount, the initial invested amount of the Class D E Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 20232025-6 3 Repurchase Amount”). The repurchase price for any Series 20232025-6 3 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232025-6 3 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 20232025-6 3 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232025-6 3 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232025-6 3 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232025-6 3 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232025-6 3 Note.

Optional Repurchase. (a) The Series 2023-6 Class A Notes and Class B Notes shall be subject to repurchase in whole, but not in part, by ABRCF NFLP at its option in accordance with Section 6.3 of the Base Indenture Indenture, as follows: (a) with respect to the Class A Notes, on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) on or after which the Series 2023-6 Invested Amount Class A Principal Balance is reduced to an amount less than or equal to 10% of the sum ` of the Class A Initial Invested Amount (the "Class A Repurchase Amount"), and with respect to the Class B Notes, on any Distribution Date on or after which the Class A Notes have been paid in full and the Class B Principal Balance has been reduced to an amount less than or equal to 10` of the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 2023-6 "Class B Repurchase Amount”") (such Distribution Date, a "Repurchase Date"). The repurchase price for any Series 2023-6 Note subject to a Clean-up Repurchase the Class A Notes shall equal the aggregate outstanding principal balance of such Series 2023-6 Note Class A Principal Balance (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 2023-6 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 2023-6 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”)Class A Principal Balance. The repurchase price for any Series 2023-6 Note subject to an Optional Repurchase the Class B Notes shall equal (1) the aggregate outstanding principal balance of such Series 2023-6 Note Class B Principal Balance (determined after giving effect to any payments made pursuant to Section 2.5(a) of principal and interest on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding Class B Principal Balance. (b) A prepayment premium (the "Series 1996-1 Note Prepayment Premium") will be payable to the Series 1996-1 Noteholders upon (i) any repurchase of the Series 1996-1 Notes by NFLP other than as described in Section 7.1(a) and (ii) a prepayment in connection with a Waiver Request made other than by reason of a Manufacturer Event of Default or the unavailability of sufficient Vehicles subject to an Eligible Manufacturer Program. The Series 1996-1 Note Prepayment Premium with respect to the Class A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B-1 Notes, Class B-2 Notes and Class B-3 Notes will be the excess, if any, of (A) the amount of interest that would have accrued on such repurchased Series 1996-1 Notes at the Class A-2 Rate, Class A-3 Rate, Class A-4 Rate, Class B-1 Rate, Class B-2 Rate or Class B-3 Rate (as applicable) during the period from and including the Distribution Date on which the repurchase price for such Series 1996-1 Notes is required to be distributed to such Series 1996-1 Noteholders to but excluding the Expected Final Distribution Date for the Class A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B-1 Notes, Class B-2 Notes, and Class B-3 Notes (taking account of the scheduled reductions in the aggregate principal balance of such Class A Notes and Class B Notes during the related Series 1996-1 Controlled Amortization Period), over (determined after giving effect B) the amount of interest that would have accrued on an amount equal to any payments made pursuant the Principal Balance (taking account of the scheduled reductions in such aggregate principal balance during the related Series 1996-1 Controlled Amortization Period) of the repurchased Series 1996-1 Notes over the same period at an annual interest rate equal to Section 2.4 the yield to maturity on the Determination Date preceding such Distribution DateDate on (1) plus in the case of the Class A-2 Notes, the 6-1/2% United States Treasury Notes maturing April 1999, (2) in the case of the Class A-3 Notes, the 5-5/8% United States Treasury Notes maturing February 2001, (3) in the Make Whole Payment with respect case of the Class A-4 Notes, the 6-1/4% Treasury Notes due February 2003 and (4) in the case of the Class B-1 Notes, the 6-7/8% United States Treasury Notes maturing August 1999, (5) in the case of the Class B-2 Notes, the 7-7/8% United States Treasury Notes maturing August 2001 and (6) in the case of the Class B-3 Notes, the 5-3/4% United States Treasury Notes maturing August 2003. Such excess, if any, will be discounted to present value as of such Series 2023-6 NoteDistribution Date at the related yield described in subclause (B) above.

Optional Repurchase. (a) The Series 2023-6 4 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 2023-6 4 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 2023-6 4 Repurchase Amount”). The repurchase price for any Series 2023-6 4 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 2023-6 4 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 2023-6 4 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 2023-6 4 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 2023-6 4 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 2023-6 4 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 2023-6 4 Note.

Optional Repurchase. (a) The Series 20232015-6 1 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232015-6 1 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, Amount and the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 20232015-6 1 Repurchase Amount”). The repurchase price for any Series 20232015-6 1 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232015-6 1 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 20232015-6 1 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232015-6 1 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232015-6 1 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232015-6 1 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232015-6 1 Note.

Optional Repurchase. (a) The Series 20232018-6 1 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232018-6 1 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 20232018-6 1 Repurchase Amount”). The repurchase price for any Series 20232018-6 1 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232018-6 1 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (ba) The Series 20232018-6 1 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232018-6 1 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232018-6 1 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232018-6 1 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232018-6 1 Note.

Optional Repurchase. (a) The Series 20232019-6 3 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232019-6 3 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 20232019-6 3 Repurchase Amount”). The repurchase price for any Series 20232019-6 3 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232019-6 3 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 20232019-6 3 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232019-6 3 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232019-6 3 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232019-6 3 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232019-6 3 Note.

Optional Repurchase. (a) The Series 20232014-6 2 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, Date a “Clean-up Repurchase Distribution Date”) after the Series 20232014-6 2 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested AmountAmount and, the Class C Initial Invested Amountif issued, the initial invested amount of the Class D Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R C Notes (the “Series 20232014-6 2 Repurchase Amount”). The repurchase price for any Series 20232014-6 2 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232014-6 2 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 20232014-6 2 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232014-6 2 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232014-6 2 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232014-6 2 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232014-6 2 Note.

Optional Repurchase. (a) The Series 2023-6 3 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 2023-6 3 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued)Initial Invested Amount, the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 2023-6 3 Repurchase Amount”). The repurchase price for any Series 2023-6 3 Note subject to a Clean-up 76 Repurchase shall equal the aggregate outstanding principal balance of such Series 2023-6 3 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 2023-6 3 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 2023-6 3 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 2023-6 3 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 2023-6 3 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 2023-6 3 Note.

Optional Repurchase. (a) The Series 20232025-6 4 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232025-6 4 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the Class D Initial Invested Amount, the initial invested amount of the Class D E Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 20232025-6 4 Repurchase Amount”). The repurchase price for any Series 20232025-6 4 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232025-6 4 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 20232025-6 4 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232025-6 4 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232025-6 4 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232025-6 4 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232025-6 4 Note.

Optional Repurchase. (a) The Series 2023-6 8 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 2023-6 8 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 2023-6 8 Repurchase Amount”). The repurchase price for any Series 2023-6 8 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 2023-6 8 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 2023-6 8 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 2023-6 8 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 2023-6 8 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 2023-6 8 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 2023-6 8 Note.

Optional Repurchase. (a) The Series 20232019-6 1 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232019-6 1 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 20232019-6 1 Repurchase Amount”). The repurchase price for any Series 20232019-6 1 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232019-6 1 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 20232019-6 1 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232019-6 1 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232019-6 1 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232019-6 1 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232019-6 1 Note.

Optional Repurchase. (a) The Series 20232019-6 2 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232019-6 2 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued)Initial Invested Amount, the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 2023▇▇▇▇-6 Repurchase ▇ ▇▇▇▇▇▇▇▇▇▇ Amount”). The repurchase price for any Series 20232019-6 2 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232019-6 2 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (ba) The Series 20232019-6 2 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232019-6 2 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232019-6 2 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232019-6 2 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232019-6 2 Note.

Optional Repurchase. (a) The Series 2023-6 Notes At any time after the date on which the Aggregate Outstanding Loan Balance shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 2023-6 Invested Amount is reduced to an amount less than or equal to 1015% of the sum lesser of the Class A Initial Invested AmountExpected Maximum Aggregate Outstanding Loan Balance and the Aggregate Outstanding Loan Balance as of the Effective Date, the Class B Initial Invested Amount, Issuer may repurchase the Offered Notes and the Class C Initial Invested AmountE Notes in whole, the initial invested amount of the Class D Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 2023-6 Repurchase Amount”). The repurchase price for any Series 2023-6 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 2023-6 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 2023-6 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, at the direction of the Holder of at least 66-2/3% of the Outstanding Principal Balance of the Class F Note, on any Distribution Date specified in the written notice referred to below in this Section 10.01 (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs written notice to be delivered to the Issuer and the Trustee at least 15 Business Days prior to the earlier to occur of (x) the commencement of the Series 2023-6 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 2023-6 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 2023-6 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus from such Holder of the Class F Note to the Issuer and the Trustee of its election to cause the Issuer to repurchase the Offered Notes and the Class E Notes in whole, but not in part. The Holder of at least 66-2/3% of the Outstanding Principal Balance of the Class F Note may exercise its option to cause the Issuer to repurchase Notes pursuant to this Section 10.01 by directing the Issuer to deposit in full in the Note Distribution Account an amount equal to the Repurchase Price. If the Notes are to be repurchased pursuant to this Section 10.01, the Class F Noteholder or the Issuer shall furnish the Trustee, the Owner Trustee, the Servicer, the Class A-2 Agent and the Rating Agencies notice of such repurchase no later than ten Business Days prior to the proposed Repurchase Date and the Issuer shall deposit by no later than 12:00 p.m. (3Boston time) on the Make Whole Payment Repurchase Date with respect the Trustee in the Note Distribution Account the Repurchase Price of the Notes to be repurchased on the Repurchase Date, and all such Series 2023-6 NoteNotes shall be due and payable on the Repurchase Date and all Class A-2 Commitments shall terminate upon the Repurchase Date upon the furnishing of a notice complying with Section 10.06 to each Holder of Notes. The Issuer or the Class F Noteholder may withdraw any notice of repurchase given hereunder or specify a new Repurchase Date at any time prior to the proposed Repurchase Date set forth in any prior notice of repurchase by providing written notice to the Trustee, the Owner Trustee, the Servicer, the Class A-2 Agent and the Rating Agencies by no later than the second Business Day preceding such Repurchase Date.

Optional Repurchase. (a) The Series 2023-6 1 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 2023-6 1 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 2023-6 1 Repurchase Amount”). The repurchase price for any Series 2023-6 1 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 2023-6 1 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 2023-6 1 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 2023-6 1 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 2023-6 1 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 2023-6 1 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 2023-6 1 Note.

Optional Repurchase. (a) The Series 2023-6 3 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 2023-6 3 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 2023-6 3 Repurchase Amount”). The repurchase price for any Series 2023-6 3 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 2023-6 3 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 2023-6 3 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 2023-6 3 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 2023-6 3 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 2023-6 3 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 2023-6 3 Note.

Optional Repurchase. (a) The Series 20232018-6 2 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232018-6 2 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 20232018-6 2 Repurchase Amount”). The repurchase price for any Series 20232018-6 2 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232018-6 2 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 20232018-6 2 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232018-6 2 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232018-6 2 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232018-6 2 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232018-6 2 Note.

Optional Repurchase. (a) The Series 2023-6 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 2023-6 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued)Initial Invested Amount, the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 2023-6 Repurchase Amount”). The repurchase price for any Series 2023-6 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 2023-6 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 2023-6 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on AMERICAS 130188168 75 any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 2023-6 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”); provided that the Class D Notes shall only be subject to such Optional Repurchase in accordance with this clause (b) on and after the earlier of (x) following the Class D Notes Closing Date, the offering and sale of the Class D Notes to one or more third-party investors and (y) the September 2025 Distribution Date. The repurchase price for any Series 2023-6 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 2023-6 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 2023-6 Note.

Optional Repurchase. (a) The Series 2023-6 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 2023-6 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued)Initial Invested Amount, the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 2023-6 Repurchase Amount”). The repurchase price for any Series 2023-6 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 2023-6 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 2023-6 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 2023-6 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”); provided that the Class D Notes shall only be subject to such Optional Repurchase in accordance with this clause (b) on and after the earlier of (x) following the Class D Notes Closing Date, the offering and sale of the Class D Notes to one or more third-party investors and (y) the September 2025 Distribution Date. The repurchase price for any Series 2023-6 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 2023-6 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 2023-6 Note.

Optional Repurchase. (a) The Series 20232022-6 1 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232022-6 1 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the Class D Initial Invested Amount, the initial invested amount of the Class D E Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 2023▇▇▇▇-6 Repurchase ▇ ▇▇▇▇▇▇▇▇▇▇ Amount”). The repurchase price for any Series 20232022-6 1 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232022-6 1 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 20232022-6 1 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232022-6 1 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232022-6 1 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232022-6 1 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232022-6 1 Note.

Optional Repurchase. (a) The Series 20232022-6 5 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232022-6 5 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued)Initial Invested Amount, the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 20232022-6 5 Repurchase Amount”). The repurchase price for any Series 20232022-6 5 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232022-6 5 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 20232022-6 5 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232022-6 5 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232022-6 5 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232022-6 5 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232022-6 5 Note.

Optional Repurchase. (a) The Series 2023-6 7 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 2023-6 7 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 2023-6 7 Repurchase Amount”). The repurchase price for any Series 2023-6 7 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 2023-6 7 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 2023-6 7 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 2023-6 7 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 2023-6 7 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 2023-6 7 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 2023-6 7 Note.

Optional Repurchase. (a) The Series 20232024-6 3 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232024-6 3 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 20232024-6 3 Repurchase Amount”). The repurchase price for any Series 20232024-6 3 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232024-6 3 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 20232024-6 3 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232024-6 3 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232024-6 3 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232024-6 3 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232024-6 3 Note.

Optional Repurchase. (a) The Series 20232018-6 2 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232018-6 2 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued)Initial Invested Amount, the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 2023▇▇▇▇-6 Repurchase ▇ ▇▇▇▇▇▇▇▇▇▇ Amount”). The repurchase price for any Series 20232018-6 2 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232018-6 2 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (ba) The Series 20232018-6 2 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232018-6 2 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232018-6 2 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232018-6 2 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232018-6 2 Note.

Optional Repurchase. (a) The Series 20232019-6 2 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232019-6 2 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 20232019-6 2 Repurchase Amount”). The repurchase price for any Series 20232019-6 2 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232019-6 2 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 20232019-6 2 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232019-6 2 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232019-6 2 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232019-6 2 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232019-6 2 Note.

Optional Repurchase. (a) The Series 2023-6 8 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 2023-6 8 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued)Initial Invested Amount, the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 2023-6 8 Repurchase Amount”). The repurchase price for any Series 2023-6 8 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 2023-6 8 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (ba) The Series 2023-6 8 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 2023-6 8 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”); provided that the Class D Notes shall only be subject to such Optional Repurchase in accordance with this clause (b) on and after the earlier of (x) following the Class D Notes Closing Date, the offering and sale of the Class D Notes to one or more third-party investors and (y) the September 2025 Distribution Date. The repurchase price for any Series 2023-6 8 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 2023-6 8 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 2023-6 8 Note.

Optional Repurchase. (a) The Series 20232017-6 2 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232017-6 2 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued)Initial Invested Amount, the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 20232017-6 2 Repurchase Amount”). The repurchase price for any Series 20232017-6 2 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232017-6 2 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (ba) The Series 20232017-6 2 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232017-6 2 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232017-6 2 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232017-6 2 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232017-6 2 Note.

Optional Repurchase. (a) On any Distribution Date commencing with the Distribution Date occurring on November 20, 2002, the Issuer shall have the option to purchase the Class A-1 Notes, in whole but not in part (other than for the purpose of providing alternate financing of Mortgage Loans), at a purchase price (determined after giving effect to any payment of principal and interest on such Distribution Date) equal to the aggregate outstanding principal amount of the Class A-1 Notes on such Distribution Date, plus accrued and unpaid interest on the unpaid aggregate principal balance of the Class A-1 Notes (calculated at the Class A-1 Note Rate) through the day immediately prior to the date of such purchase plus the aggregate amount of any Class A-1 Shortfalls payable in respect of the Class A-1 Notes. The Issuer shall give the Indenture Trustee and the Noteholders not more than sixty (60) nor less than thirty (30) days’ prior written notice of the date on which the Issuer intends to exercise such option to purchase. Not later than 12:00 noon, New York City time, on such Distribution Date, with respect to the Class A-1 Notes outstanding, an amount of the purchase price equal to the outstanding principal amount of the Class A-1 Notes on such Distribution Date and the amount of accrued and unpaid interest with respect to the Class A-1 Notes and any applicable Class A-1 Shortfall will be deposited into the related Distribution Account in immediately available funds. The funds deposited into such Distribution Account or distributed to the Paying Agent will be passed through in full to the Noteholders on such Distribution Date. (b) On any Distribution Date commencing with the Distribution Date occurring on November 20, 2004, the Issuer shall have the option to purchase the Class A-2 Notes, in whole but not in part (other than for the purpose of providing alternate financing of Mortgage Loans), at a purchase price (determined after giving effect to any payment of principal and interest on such Distribution Date) equal to the aggregate outstanding principal amount of the Class A-2 Notes on such Distribution Date, plus accrued and unpaid interest on the unpaid aggregate principal balance of the Class A-2 Notes (calculated at the Class A-2 Note Rate) through the day immediately prior to the date of such purchase plus the aggregate amount of any Class A-2 Shortfalls payable in respect of the Class A-2 Notes. The Issuer shall give the Indenture Trustee and the Noteholders not more than sixty (60) nor less than thirty (30) days’ prior written notice of the date on which the Issuer intends to exercise such option to purchase. Not later than 12:00 noon, New York City time, on such Distribution Date, with respect to the Class A-2 Notes outstanding, an amount of the purchase price equal to the outstanding principal amount of the Class A-2 Notes on such Distribution Date and the amount of accrued and unpaid interest with respect to the Class A-2 Notes and any applicable Class A-2 Shortfall will be deposited into the related Distribution Account in immediately available funds. The funds deposited into such Distribution Account or distributed to the Paying Agent will be passed through in full to the Noteholders on such Distribution Date. (c) The Series 20232001-6 2 Notes shall be subject to repurchase repurchase, in whole but not in part, by ABRCF the Issuer at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 2023-6 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 2023-6 Repurchase Amount”). The repurchase price for any Series 20232001-6 2 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232001-6 2 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 2023-6 Notes shall also be subject to repurchase at , plus the election amount of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 2023-6 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232001-6 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 2023-6 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 2023-6 Note2 Shortfall.

Optional Repurchase. (a) The Series 20232020-6 1 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232020-6 1 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued), the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 2023▇▇▇▇-6 Repurchase ▇ ▇▇▇▇▇▇▇▇▇▇ Amount”). The repurchase price for any Series 20232020-6 1 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232020-6 1 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 20232020-6 1 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232020-6 1 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232020-6 1 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232020-6 1 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232020-6 1 Note.

Optional Repurchase. (a) The Series 20232017-6 1 Notes shall be subject to repurchase by ABRCF at its option in accordance with Section 6.3 of the Base Indenture on any Distribution Date (any such Distribution Date, a “Clean-up Repurchase Distribution Date”) after the Series 20232017-6 1 Invested Amount is reduced to an amount less than or equal to 10% of the sum of the Class A Initial Invested Amount, the Class B Initial Invested Amount, the Class C Initial Invested Amount, the initial invested amount of the Class D Notes (if issued), and the Class R Initial Invested Amount and the aggregate principal amount of any Additional Class R Notes (the “Series 20232017-6 1 Repurchase Amount”). The repurchase price for any Series 20232017-6 1 Note subject to a Clean-up Repurchase shall equal the aggregate outstanding principal balance of such Series 20232017-6 1 Note (determined after giving effect to any payments of principal and interest on such Distribution Date), plus accrued and unpaid interest on such outstanding principal balance. (b) The Series 20232017-6 1 Notes shall also be subject to repurchase at the election of the ABRCF in accordance with Section 6.3 of the Base Indenture, in whole but not in part, on any Distribution Date (any such Distribution Date, an “Optional Repurchase Distribution Date”) that occurs prior to the earlier to occur of (x) the commencement of the Series 20232017-6 1 Rapid Amortization Period and (y) the Clean-up Repurchase Distribution Date (any such repurchase, an “Optional Repurchase”). The repurchase price for any Series 20232017-6 1 Note subject to an Optional Repurchase shall equal (1) the aggregate outstanding principal balance of such Series 20232017-6 1 Note (determined after giving effect to any payments made pursuant to Section 2.5(a) on such Distribution Date), plus (2) accrued and unpaid interest on such outstanding principal balance (determined after giving effect to any payments made pursuant to Section 2.4 on such Distribution Date) plus (3) the Make Whole Payment with respect to such Series 20232017-6 1 Note.