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Interest Rate Hedge Counterparty to honor the Interest Rate Hedge Counterparty’s obligations under the Series 2006-1 Interest Rate Hedge in

form and substance satisfactory to the Administrative Agent or (iii) post and maintain collateral satisfactory to the Administrative Agent;

provided that no termination of the Series 2006-1 Interest Rate Hedge shall occur until CPF has entered into a replacement Interest Rate Hedge.

(d) To secure payment of all obligations to the Series 2006-1 Noteholders, CPF grants a security interest in, and assigns, pledges,

grants, transfers and sets over to the Trustee, for the benefit of the Series 2006-1 Noteholders, all of CPF’s right, title and interest in the Series

2006-1 Interest Rate Hedges and all proceeds thereof (the “ Series 2006-1 Interest Rate Hedge Collateral ”). CPF shall require all Series 2006-1

Interest Rate Hedge Proceeds to be paid to, and the Trustee shall allocate all Series 2006-1 Interest Rate Hedge Proceeds to, the Series 2006-1

Accrued Interest Account of the Series 2006-1 Collection Account.

ARTICLE VI

AMORTIZATION EVENTS

In addition to the Amortization Events set forth in Section 9.1 of the Base Indenture, any of the following shall be an Amortization

Event with respect to the Series 2006-1 Notes and collectively shall constitute the Amortization Events set forth in Section 9.1(1) of the Base

Indenture with respect to the Series 2006-1 Notes (without notice or other action on the part of the Trustee or any holders of the Series 2006-1

Notes):

(a) CPF defaults in the payment of any interest on, principal of or premium on, the Series 2006-1 Notes (or any other payment on the

Series 2006-1 Notes) when the same becomes due and payable and such default continues for a period of two (2) Business Days with

respect to a default in the payment of interest or premium, or one (1) Business Day with respect to a default in the payment of principal;

(b) a Series 2006-1 Enhancement Deficiency shall exist and continue to exist for at least two (2) Business Days; provided , however

that such event or condition shall not be an Amortization Event if during such two (2) Business Day period such Series 2006-1

Enhancement Deficiency shall have been cured in accordance with the terms and conditions of the Indenture and the Series 2006-

1 Related

Documents;

(c) a Series 2006-1 Liquid Enhancement Deficiency shall exist and continue to exist for at least two (2) Business Days; provided ,

however , that such event or condition shall not be an Amortization Event if during such two (2) Business Day period such insufficiency

shall have been cured in accordance with the terms and conditions of the Indenture and the Series 2006-1 Related Documents;

(d) the Collection Account, the Group I Collection Account, the Series 2006-1 Collection Account, the Series 2006-1 Principal

Subaccount, the Series 2006-1 Accrued Interest Account, the Series 2006-1 Distribution Account or the Series 2006-1 Reserve Account

shall be subject to an injunction, estoppel or other stay or a Lien (other than Liens permitted under the Series 2006-1 Related Documents);